-----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, Ogupnsiknd14Az9LY3bE93oioP9wbdIDXdvdWEqj/zX12Jin4H8VtnEoTVd/PkAz iCaolfTuZmfabPRr/+z1tA== 0001157523-06-010222.txt : 20061024 0001157523-06-010222.hdr.sgml : 20061024 20061024163104 ACCESSION NUMBER: 0001157523-06-010222 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20061024 ITEM INFORMATION: Results of Operations and Financial Condition FILED AS OF DATE: 20061024 DATE AS OF CHANGE: 20061024 FILER: COMPANY DATA: COMPANY CONFORMED NAME: DEVRY INC CENTRAL INDEX KEY: 0000730464 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-EDUCATIONAL SERVICES [8200] IRS NUMBER: 363150143 STATE OF INCORPORATION: DE FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-13988 FILM NUMBER: 061160570 BUSINESS ADDRESS: STREET 1: ONE TOWER LN STREET 2: SUITE 1000 CITY: OAKBROOK TERRACE STATE: IL ZIP: 60181 BUSINESS PHONE: 6305717700 MAIL ADDRESS: STREET 1: ONE TOWER LANE CITY: OAKBROOK STATE: IL ZIP: 60181 8-K 1 a5257188.txt DEVRY INC. 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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) October 24, 2006 ------------------------------- DeVRY INC. - -------------------------------------------------------------------------------- (Exact name of registrant as specified in its charter) DELAWARE 1-13988 36-3150143 - -------------------------------------------------------------------------------- (State or other jurisdiction (Commission (IRS Employer of incorporation) File Number) Identification No.) ONE TOWER LANE, OAKBROOK TERRACE, IL 60181 - -------------------------------------------------------------------------------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code (630) 571-7700 ----------------------------- 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 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)) Total number of pages: 11 - 1 - DEVRY INC. FORM 8-K INDEX Page No. Item 2.02-Results of Operations and Financial Condition 3 Signatures 3 Exhibit Index 4 - 2 - Item 2.02-Results of Operations and Financial Condition - ------------------------------------------------------- On October 24, 2006, DeVry Inc. issued a press release announcing the Company's fiscal 2007 first quarter operating results. The full text of that press release is included in Exhibit 99.1 in this Form 8-K. Signatures Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. DEVRY INC. ------------ (REGISTRANT) Date: October 24, 2006 /s/ Ronald L. Taylor -------------------- Ronald L. Taylor Chief Executive Officer Date: October 24, 2006 /s/ Richard M. Gunst -------------------- Richard M. Gunst Senior Vice President, Chief Financial Officer And Treasurer - 3 - EXHIBIT INDEX Exhibit Sequentially Number Description Numbered Page - -------------------------------------------------------------------------------- 99.1 Press release announcing the Company's fiscal 2007 first quarter operating results. 5-11 - 4 - EX-99.1 2 a5257188ex991.txt DEVRY INC. EXHIBIT 99.1 Exhibit 99.1 DeVry Inc. Announces Fiscal 2007 First-Quarter Results, September Enrollment at Ross University and Keller Graduate School of Management OAKBROOK TERRACE, Ill.--(BUSINESS WIRE)--Oct. 24, 2006--DeVry Inc. (NYSE: DV), an international higher education company, reported financial results for the fiscal 2007 first quarter and September 2006 enrollment at Ross University and Keller Graduate School of Management. Revenues in the first quarter increased 12.1 percent to $220.7 million, compared with $196.8 million for the same quarter one year ago. Net income for the first quarter was $20.9 million, or $0.29 per diluted share, compared to $4.7 million, or $0.07 per diluted share last year. Net income in the first quarter of fiscal 2007 includes a gain on the sale of a DeVry University facility located in West Hills, Calif., of $11.8 million, net of tax, or $0.16 per share. "Effective management of DeVry's diverse portfolio of high-quality program offerings allowed the company to deliver solid results in the first quarter, while keeping the focus on long-term growth and profitability," said Ronald L. Taylor, DeVry's chief executive officer. "We believe we're on track to continue this progress in fiscal 2007 and beyond." For the September 2006 session, the total number of coursetakers at Keller Graduate School of Management (KGSM) increased 10.5 percent to 14,069 coursetakers compared to 12,732 coursetakers in the prior year's session. Fall 2006 enrollment results for DeVry University and the November session at KGSM will be reported December 7. The number of new students enrolled at Ross University for the September 2006 term was 576, compared to 575 in the previous year. In the September 2005 term, new students grew 40.6 percent. The total number of students enrolled at Ross during the same period increased 15.4 percent to 3,724, compared to 3,227 last year. Ross University is adding faculty, classrooms, laboratories and student housing to satisfy increasing student demand. During the first quarter of fiscal 2007, Becker Professional Review, which includes Becker CPA Review and Stalla Review for the CFA, posted a revenue increase of 32.6 percent over last year's first quarter. "While overall company performance in the quarter was strong, our results were affected by marketing and recruiting investments that we believe will yield better long-term enrollment results at DeVry University," said Daniel Hamburger, DeVry's president and chief operating officer. "Our priorities remain clear - to grow our enrollments, improve the utilization of our assets, and continue to deliver high-quality programs to meet the needs of our students." DeVry Inc. will hold a conference call to discuss its fiscal 2007 first-quarter results on October 24, 2006, at 3:30 p.m. Central Time (4:30 p.m. Eastern Time). The conference call will be led by Ronald Taylor, chief executive officer; Daniel Hamburger, president and chief operating officer, and Rick Gunst, chief financial officer. For those wishing to participate by telephone, dial 866-362-4820 (domestic) or 617-597-5345 (international). DeVry Inc. will also broadcast the conference call live via the Internet. Interested parties may access the Webcast through the Investor Relations section of the company's Web site, or http://phx.corporate-ir.net/phoenix.zhtml?p=irol-eventDetails&c=93 880&eventID=1211813. (Due to its length, this URL may need to be copied/pasted into your Internet browser's address field. Remove the extra space if one exists.) Please access the Web site at least 15 minutes prior to the start of the call to register, download and install any necessary audio software. The company will archive a telephone replay of the call until November 7, 2006. To access the replay, dial 888-286-8010 (domestic) or 617-801-6888 (international), passcode 76236652. To access the Webcast replay, please visit the company's Web site, or http://phx.corporate-ir.net/phoenix.zhtml?p=irol-eventDetails&c=93 880&eventID=1211813. (Due to its length, this URL may need to be copied/pasted into your Internet browser's address field. Remove the extra space if one exists.) About DeVry Inc. DeVry Inc. (NYSE: DV) is the holding company for DeVry University, Ross University, Chamberlain College of Nursing and Becker Professional Review. DeVry University, which includes Keller Graduate School of Management, offers associate, bachelor's and master's degree programs in technology, healthcare technology, business and management. Ross University, through its schools of Medicine and Veterinary Medicine, offers both doctor of medicine and doctor of veterinary medicine degree programs. Chamberlain College of Nursing offers associate and bachelor's degree programs in nursing. Becker Professional Review, which includes Stalla CFA Review, provides preparatory coursework for the certified public accountant and chartered financial analyst exams. DeVry Inc. is based in Oakbrook Terrace, Ill. For more information about the company, visit http://www.devryinc.com. Selected Operating Data (in thousands, except per share data) - ---------------------------------------------------------------------- First Quarter Ended September 30: FY2007 FY2006 -------------------- Revenues $220,653 $196,780 Net Income $20,920 $4,732 Earnings per Share (diluted) $0.29 $0.07 Number of common shares (diluted) 71,029 70,664 The following table illustrates the effects of the gain on the sale of the West Hills facility on the company's earnings. The non-GAAP disclosure of earnings is not preferable to GAAP net income but is shown as a supplement to such disclosure for comparability to the year-ago quarter's earnings (in thousands, except per share data): First Quarter Ended September 30: FY2007 FY2006 -------------------- Net Income $20,920 $4,732 Earnings per Share (diluted) $0.29 $0.07 Gain on Facility Sale (net of tax) $11,840 -- Earnings per Share (diluted) $0.16 -- Net Income Excluding the Gain on Facility Sale $9,080 $4,732 Earnings per Share (diluted) $0.13 $0.07 September 2006 Enrollment Results - ---------------------------------------------------------------------- Keller Graduate School of Management September September % Increase 2006 2005 Total coursetakers(a) (onsite/online) 14,069 12,732 10.5% Ross University New students 576 575 0.2% Total students 3,724 3,227 15.4% (a) The term "coursetaker" refers to the number of courses taken by a student. Thus one student taking two courses is counted as two coursetakers. Certain statements contained in this release concerning DeVry's future performance, including those statements concerning DeVry's expectations or plans, may constitute forward-looking statements subject to the Safe Harbor Provision of the Private Securities Litigation Reform Act of 1995. These forward-looking statements generally can be identified by phrases such as DeVry Inc. or its management "believes," "expects," "anticipates," "foresees," "forecasts," "estimates" or other words or phrases of similar import. Actual results may differ materially from those projected or implied by these forward-looking statements. Potential risks, uncertainties and other factors that could cause results to differ are described more fully in Item 1A, "Risk Factors," in the Company's most recent Annual Report on Form 10-K for the year ending June 30, 2006 and filed with the Securities andExchange Commission on September 13, 2006. DEVRY INC. CONSOLIDATED BALANCE SHEETS - --------------------------------------------------------------------- (Dollars in Thousands) (Unaudited) PRELIMINARY September 30, June 30, September 30, 2006 2006 2005 ASSETS - ------ Current Assets - ---------------------- Cash and Cash Equivalents $168,646 $130,583 $119,829 Restricted Cash 30,198 20,632 26,217 Accounts Receivable, Net 76,803 46,567 83,585 Inventories 129 133 95 Deferred Income Taxes, Net 15,485 13,700 17,142 Prepaid Expenses and Other 22,463 16,458 16,478 ------------- ------------ ------------- Total Current Assets 313,724 228,073 263,346 ------------- ------------ ------------- Land, Buildings and Equipment, Net 257,241 272,926 282,253 - ---------------------------- ------------- ------------ ------------- Other Assets - ---------------------- Intangible Assets, Net 61,955 63,762 71,118 Goodwill 291,113 291,113 291,308 Perkins Program Fund, Net 13,450 13,450 13,290 Other Assets 2,639 3,158 4,481 ------------- ------------ ------------- Total Other Assets 369,157 371,483 380,197 ------------- ------------ ------------- TOTAL ASSETS $940,122 $872,482 $925,796 ============= ============ ============= DEVRY INC. CONSOLIDATED BALANCE SHEETS - --------------------------------------------------------------------- (Dollars in Thousands) (Unaudited) PRELIMINARY September 30, June 30, September 30, 2006 2006 2005 LIABILITIES - ----------- Current Liabilities - ---------------------- Current Portion of Debt $75,000 $60,000 $50,000 Accounts Payable 34,313 39,677 24,154 Accrued Salaries, Wages and Benefits 34,917 35,600 30,784 Accrued Expenses 45,268 27,639 30,525 Advance Tuition Payments 18,699 16,584 15,664 Deferred Tuition Revenue 103,745 31,769 95,446 ------------- ------------ ------------- Total Current Liabilities 311,942 211,269 246,573 ------------- ------------ ------------- Non-Current Liabilities - ---------------------------- Revolving Loan 10,000 - - Senior Notes - 65,000 125,000 Deferred Income Taxes, Net 10,705 12,564 15,963 Accrued Postemployment Agreements 5,565 5,594 6,352 Deferred Rent and Other 14,519 13,448 12,613 ------------- ------------ ------------- Total Non-current Liabilities 40,789 96,606 159,928 ------------- ------------ ------------- TOTAL LIABILITIES 352,731 307,875 406,501 ------------- ------------ ------------- SHAREHOLDERS' EQUITY - ---------------------------- Common Stock, $0.01 par value, 200,000,000 Shares Authorized; 70,823,000, 70,757,000 and 70,527,000 Shares issued and outstanding at September 30, 2006, June 30, 2006 and September 30, 2005, respectively. 709 708 706 Treasury Stock (1,894) (2,120) (2,377) Additional Paid-in Capital 126,186 124,550 117,463 Retained Earnings 462,813 441,893 403,572 Accumulated Other Comprehensive Loss (423) (424) (69) ------------- ------------ ------------- TOTAL SHAREHOLDERS' EQUITY 587,391 564,607 519,295 ------------- ------------ ------------- TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY $940,122 $872,482 $925,796 ============= ============ ============= DEVRY INC. CONSOLIDATED STATEMENTS OF INCOME (Dollars in Thousands Except for Per Share Amounts) (Unaudited) PRELIMINARY For The Quarter Ended September 30, ------------------- 2006 2005 --------- --------- REVENUES: Tuition $202,633 $183,053 Other Educational 16,582 13,308 Interest 1,438 419 --------- --------- Total Revenues 220,653 196,780 --------- --------- COSTS AND EXPENSES: Cost of Educational Services 120,304 111,709 Gain on Sale of Assets (19,855) - Student Services and Administrative Expense 85,798 75,890 Interest Expense 2,169 2,655 --------- --------- Total Costs and Expenses 188,416 190,254 --------- --------- Income Before Income Taxes 32,237 6,526 Income Tax Provision 11,317 1,794 --------- --------- NET INCOME $20,920 $4,732 ========= ========= EARNINGS PER COMMON SHARE Basic $0.30 $0.07 ========= ========= Diluted $0.29 $0.07 ========= ========= DEVRY INC. CONSOLIDATED STATEMENTS OF CASH FLOWS (Dollars in Thousands) (Unaudited) PRELIMINARY For The Quarter Ended September 30, ------------------- 2006 2005 --------- --------- CASH FLOWS FROM OPERATING ACTIVITIES: Net Income $20,920 $4,732 Adjustments to Reconcile Net Income to Net Cash Provided by Operating Activities: Stock-Based Compensation Charge 978 1,145 Depreciation 8,392 9,093 Amortization 2,200 2,701 Provision for Refunds and Uncollectible Accounts 13,308 11,264 Deferred Income Taxes (3,652) 14 (Gain) Loss on Disposals of Land, Buildings and Equipment (19,724) 10 Changes in Assets and Liabilities, Net of Effects from Acquisition of Business: Restricted Cash (9,566) (12,279) Accounts Receivable (43,544) (55,604) Inventories 4 77 Prepaid Expenses And Other (4,837) (6,418) Accounts Payable (5,364) (6,556) Accrued Salaries, Wages, Expenses and Benefits 16,946 (7,281) Advance Tuition Payments 2,115 941 Deferred Tuition Revenue 71,976 72,623 --------- --------- NET CASH PROVIDED BY OPERATING ACTIVITIES 50,152 14,462 --------- --------- CASH FLOWS FROM INVESTING ACTIVITIES: Capital Expenditures (7,761) (4,564) Net Proceeds from Sale of Land and Buildings 34,778 - Payment for Purchase of Business - (2,000) --------- --------- NET CASH PROVIDED BY (USED IN) INVESTING ACTIVITIES 27,017 (6,564) --------- --------- CASH FLOWS FROM FINANCING ACTIVITIES: Proceeds From Exercise of Stock Options 658 328 Proceeds From Stock Issued Under Employee Stock Purchase Plan 227 - Excess Tax Benefit from Stock-Based Payments 8 42 Repayments Under Senior Notes (40,000) Repayments Under Revolving Credit Facility - (50,000) --------- --------- NET CASH USED IN FINANCING ACTIVITIES (39,107) (49,630) --------- --------- Effects of Exchange Rate Differences 1 (262) --------- --------- NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS 38,063 (41,994) Cash and Cash Equivalents at Beginning of Period 130,583 161,823 --------- --------- Cash and Cash Equivalents at End of Period $168,646 $119,829 ========= ========= SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION Interest Paid During the Period $2,150 $2,206 Income Tax Payments During the Period, Net 225 6,900 CONTACT: DeVry Inc. Investor Contact: Joan Bates, 630-574-1949 jbates@devry.com or Dresner Corporate Services Media Contact: David Gutierrez, 312-780-7204 dgutierrez@dresnerco.com -----END PRIVACY-ENHANCED MESSAGE-----