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8-K - K12 INC. 8-K - Stride, Inc. | a50699032.htm |
Exhibit 99.1
K12 Inc. Reports Full Fiscal Year 2013 Financial Results
EPS Increases 60.0% to $0.72 on Revenue Growth of Nearly 20.0% to $848.2 Million
HERNDON, Va.--(BUSINESS WIRE)--August 29, 2013--K12 Inc. (NYSE: LRN), a leading provider of proprietary, technology-based curriculum, software and education services created for individualized learning for students primarily in kindergarten through 12th grade, today announced its results for the fourth fiscal quarter and full fiscal year ended June 30, 2013.
Financial Highlights for the Fiscal Year Ended June 30, 2013
- Revenues for the fiscal year ended June 30, 2013 grew 19.7% to $848.2 million, primarily due to a 12.7% increase in average student enrollments and an increase in average revenue per student in our managed public schools business.
- EBITDA, a non-GAAP measure (see reconciliation below), for the fiscal year ended June 30, 2013 increased 28.0% to $111.4 million and EBITDA margin grew to 13.1%.
- Operating income grew 57.6% to $45.7 million.
- Net income attributable to common and Series A stockholders grew by 60.6% to $28.1 million.
- Diluted net income attributable to common stockholders per share, which reflects a pro rata allocation of net income to Series A stockholders, grew 60.0% to $0.72.
Financial Highlights for the Three Months Ended June 30, 2013 (Fourth Quarter Fiscal Year 2013)
- Revenues for the fourth quarter of FY 2013 increased 19.2% to $203.1 million, primarily due to organic revenue growth of 20.8% in our core Managed Public Schools business.
- EBITDA, a non-GAAP measure (see reconciliation below), for the fourth quarter of FY 2013 grew 7.3% to $19.0 million.
- Operating income decreased 30.0% to $1.4 million.
- Net income attributable to common and Series A stockholders grew by 27.8% to $2.3 million.
- Diluted net income attributable to common stockholders per share, which reflects a pro rata allocation of net income to Series A stockholders, grew by 20.0% to $0.06.
Comments from Management
Nate Davis, Executive Chairman of the Board, commented: “I am very pleased with the financial results K12 delivered in fiscal 2013. We remain intensely focused on improving academics and, to that end, we have introduced innovative academic pilots to improve our learning model and have launched new diagnostic assessment tools. We are excited about the new school year and grateful to have the opportunity to offer an individualized and adaptive education to students around the world.”
Cash, Capital Expenditures and Capital Leases
As of June 30, 2013, the Company had cash and cash equivalents of $181.5 million, reflecting an increase of $36.8 million from June 30, 2012.
Capital expenditures for the fiscal year ended June 30, 2013 were $50.3 million, reflecting an increase of $1.7 million, and was comprised of:
- $8.3 million for property and equipment,
- $23.4 million for capitalized software development, and
- $18.6 million for capitalized curriculum.
Capital leases financed additional purchases of $24.7 million during the fiscal year ended June 30, 2013, primarily for computers and software for students.
Revenue and Enrollment Data
Revenue by Business Line
The following table sets forth revenue for the Company’s three lines of business -- Managed Public Schools (turn-key management services provided to public schools), Institutional Sales (educational products and services provided to school districts, public schools and other educational institutions that it does not manage), and International and Private Pay Schools (private schools for which it charges student tuition and makes direct consumer sales) -- for the periods indicated:
Year Ended June 30, |
2013 / 2012 | 2012 / 2011 | |||||||||||||||||||
($ in thousands) |
2013 |
2012 |
2011 |
Change | Change % | Change | Change % | ||||||||||||||
Managed Public Schools | $ | 730,800 | $ | 596,142 | $ | 454,001 | $ | 134,658 | 22.6 | % | $ | 142,141 | 31.3 | % | |||||||
Institutional Business | 73,269 | 73,150 | 46,756 | 119 | 0.2 | % | 26,394 | 56.5 | % | ||||||||||||
International and Private Pay Business | 44,151 | 39,115 | 21,677 | 5,036 | 12.9 | % | 17,438 | 80.4 | % | ||||||||||||
Total | $ | 848,220 | $ | 708,407 | $ | 522,434 | $ | 139,813 | 19.7 | % | $ | 185,973 | 35.6 | % | |||||||
Enrollment Data
The following table sets forth average enrollment data for students in Managed Public Schools and total enrollment data for students in the International and Private Pay Schools for the periods indicated. These figures exclude enrollments from classroom pilot programs and consumer programs.
Year Ended June 30, | 2013 / 2012 | 2012 / 2011 | |||||||||||||||
2013 |
2012 |
2011 |
Change |
Change % |
Change |
Change % |
|||||||||||
Average Student Enrollments* | 117,563 | 104,289 | 74,755 | 13,274 | 12.7 | % | 29,534 | 39.5 | % | ||||||||
Year Ended June 30, | 2013 / 2012 | 2012 / 2011 | |||||||||||||||
2013 |
2012 |
2011 |
Change |
Change % |
Change | Change % | |||||||||||
Student Enrollments | 31,619 | 31,830 | 28,777 | (211 | ) | -0.7 | % | 3,053 | 10.6 | % | |||||||
Semester Course Enrollments | 84,642 | 83,519 | 68,230 | 1,123 | 1.3 | % | 15,289 | 22.4 | % | ||||||||
* The Managed Public Schools average student enrollments include enrollments for which we received no public funding. | |||||||||||||||||
Fiscal Year 2014 Outlook
The Company intends to issue guidance for the current fiscal year in mid-October 2013.
Special Note on Forward-Looking Statements
This press release contains certain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. We have tried, whenever possible, to identify these forward-looking statements using words such as “anticipates,” “believes,” “estimates,” “continues,” “likely,” “may,” “opportunity,” “potential,” “projects,” “will,” “expects,” “plans,” “intends” and similar expressions to identify forward looking statements, whether in the negative or the affirmative. These statements reflect our current beliefs and are based upon information currently available to us. Accordingly, such forward-looking statements involve known and unknown risks, uncertainties and other factors which could cause our actual results, performance or achievements to differ materially from those expressed in, or implied by, such statements. These risks, uncertainties, factors and contingencies include, but are not limited to: our potential inability to further develop, maintain and enhance our products and brands; the reduction of per pupil funding amounts at the schools we serve; reputation harm resulting from poor performance or misconduct by operators in any school in our industry and in any school in which we operate; challenges from virtual public school or hybrid school opponents; failure of the schools we serve to comply with regulations resulting in a loss of funding or an obligation to repay funds previously received; discrepancies in interpretation of legislation by regulatory agencies that may lead to payment or funding disputes; termination of our contracts with schools due to a loss of authorizing charter; failure to enter into new contracts or renew existing contracts with schools; risks associated with entering into and executing mergers, acquisitions and joint ventures; failure to successfully integrate mergers, acquisitions and joint ventures; inability to recruit, train and retain quality teachers and employees; uncertainty regarding our ability to protect our proprietary technologies; risks of new, changing and competitive technologies; increased competition in our industry; and other risks and uncertainties associated with our business described in the Company’s filings with the Securities and Exchange Commission. Although the Company believes the expectations reflected in such forward-looking statements are based upon reasonable assumptions, it can give no assurance that the expectations will be attained or that any deviation will not be material. All information in this release is as of August 29, 2013, and the Company undertakes no obligation to update any forward-looking statement to conform the statement to actual results or changes in the Company’s expectations.
Conference Call
The Company will discuss its fourth quarter 2013 financial results during a conference call scheduled for Thursday, August 29, 2013 at 8:30 a.m. eastern time (ET).
The conference call will be webcast and available on the K12 web site at www.k12.com through the Investor Relations link. Please access the web site at least 15 minutes prior to the start of the call to register and download and install any necessary software.
To participate in the live call, investors and analysts should dial (866) 825-1709 (domestic) or (617) 213-8060 at 8:20 a.m. (ET). The participant pass code is 82179632. A replay of the call will be available starting on August 29, 2013, through September 5, 2013, at (888) 286-8010 (domestic) or (617) 801-6888 (international) pass code 35861153. It will also be archived at www.k12.com in the Investor Relations section for 60 days.
Financial Statements
The financial statements set forth below are not the complete set of K12 Inc.’s financial statements for the quarter and year and are presented below without footnotes. Readers are encouraged to obtain and carefully review K12 Inc.’s Annual Report on Form 10-K for the year ended June 30, 2013, including all financial statements contained therein and the footnotes thereto, filed with the SEC. The Form 10-K may be retrieved from the SEC's website at www.sec.gov or from K12 Inc.’s website at www.k12.com.
K12 INC. | ||||||||
CONSOLIDATED BALANCE SHEETS | ||||||||
June 30, | ||||||||
2013 |
2012 |
|||||||
(In thousands, except share and per share data) | ||||||||
ASSETS | ||||||||
Current assets | ||||||||
Cash and cash equivalents | $ | 181,480 | $ | 144,652 | ||||
Restricted cash and cash equivalents | - | 1,501 | ||||||
Accounts receivable, net of allowance of $2,560 and $1,624 at June 30, 2013 and June 30, 2012, respectively |
186,459 | 160,922 | ||||||
Inventories, net | 44,395 | 37,853 | ||||||
Current portion of deferred tax asset | 11,368 | 16,140 | ||||||
Prepaid expenses | 10,331 | 11,173 | ||||||
Other current assets | 23,916 | 14,598 | ||||||
Total current assets | 457,949 | 386,839 | ||||||
Property and equipment, net | 56,142 | 55,903 | ||||||
Capitalized software, net | 43,504 | 34,709 | ||||||
Capitalized curriculum development costs, net | 64,599 | 60,345 | ||||||
Intangible assets, net | 32,139 | 36,736 | ||||||
Goodwill | 61,413 | 61,619 | ||||||
Investment in Web International | - | 10,000 | ||||||
Deposits and other assets | 3,150 | 2,684 | ||||||
Total assets | $ | 718,896 | $ | 648,835 | ||||
LIABILITIES, REDEEMABLE NONCONTROLLING INTEREST AND EQUITY | ||||||||
Current liabilities | ||||||||
Accounts payable | $ | 21,838 | $ | 23,951 | ||||
Accrued liabilities | 17,027 | 13,802 | ||||||
Accrued compensation and benefits | 21,970 | 17,355 | ||||||
Deferred revenue | 28,567 | 25,410 | ||||||
Current portion of capital lease obligations | 19,395 | 15,950 | ||||||
Current portion of note payable | 390 | 1,145 | ||||||
Total current liabilities | 109,187 | 97,613 | ||||||
Deferred rent, net of current portion | 8,833 | 6,974 | ||||||
Capital lease obligations, net of current portion | 16,107 | 15,124 | ||||||
Note payable, net of current portion | - | 777 | ||||||
Deferred tax liability | 33,299 | 31,591 | ||||||
Other long term liabilities | 2,512 | 1,908 | ||||||
Total liabilities | 169,938 | 153,987 | ||||||
Commitments and contingencies | - | - | ||||||
Redeemable noncontrolling interest | 15,200 | 17,200 | ||||||
Equity: | ||||||||
K12 Inc. stockholders’ equity | ||||||||
Common stock, par value $0.0001; 100,000,000 shares authorized; 37,440,662 and 36,436,933 shares issued and outstanding at June 30, 2013 and June 30, 2012, respectively |
4 | 4 | ||||||
Additional paid-in capital | 548,390 | 519,439 | ||||||
Series A Special Stock, par value $0.0001; 2,750,000 shares issued and outstanding at June 30, 2013 and 2012 |
63,112 | 63,112 | ||||||
Accumulated Other Comprehensive Income (Loss) | (294 | ) | 100 | |||||
Accumulated deficit | (81,050 | ) | (109,161 | ) | ||||
Total K12 Inc. stockholders’ equity | 530,162 | 473,494 | ||||||
Noncontrolling interest | 3,596 | 4,154 | ||||||
Total equity | 533,758 | 477,648 | ||||||
Total liabilities, redeemable noncontrolling interest and equity | $ | 718,896 | $ | 648,835 |
K12 INC. | ||||||||||||||||
CONSOLIDATED STATEMENTS OF OPERATIONS | ||||||||||||||||
Three Months Ended June 30, | Year Ended June 30, | |||||||||||||||
2013 | 2012 | 2013 | 2012 | |||||||||||||
(In thousands, except share and per share data) | ||||||||||||||||
Revenues | $ | 203,087 | $ | 170,402 | $ | 848,220 | $ | 708,407 | ||||||||
Cost and expenses | ||||||||||||||||
Instructional costs and services | 129,192 | 102,617 | 498,398 | 408,560 | ||||||||||||
Selling, administrative and other operating expenses | 66,206 | 60,970 | 283,032 | 245,274 | ||||||||||||
Product development expenses | 6,268 | 4,783 | 21,084 | 25,593 | ||||||||||||
Total costs and expenses | 201,666 | 168,370 | 802,514 | 679,427 | ||||||||||||
Income from operations | 1,421 | 2,032 | 45,706 | 28,980 | ||||||||||||
Interest income (expense), net | 1,657 | (267 | ) | 851 | (989 | ) | ||||||||||
Income before income tax expense and noncontrolling interest | 3,078 | 1,765 | 46,557 | 27,991 | ||||||||||||
Income tax expense | (1,828 | ) | (571 | ) | (20,023 | ) | (11,882 | ) | ||||||||
Net income | 1,250 | 1,194 | 26,534 | 16,109 | ||||||||||||
Add net loss attributable to noncontrolling interest | 1,018 | 607 | 1,577 | 1,434 | ||||||||||||
Net income attributable to common stockholders, including Series A stockholders | $ | 2,268 | $ | 1,801 | $ | 28,111 | $ | 17,543 | ||||||||
Net income attributable to common stockholders per share, excluding Series A stockholders: | ||||||||||||||||
Basic | $ | 0.06 | $ | 0.05 | $ | 0.72 | $ | 0.46 | ||||||||
Diluted | $ | 0.06 | $ | 0.05 | $ | 0.72 | $ | 0.45 | ||||||||
Weighted average shares used in computing per share amounts: | ||||||||||||||||
Basic | 36,642,685 | 35,952,162 | 36,267,345 | 35,802,678 | ||||||||||||
Diluted | 39,475,382 | 38,723,316 | 39,017,345 | 38,740,863 |
K12 INC. | ||||||||||||
CONSOLIDATED STATEMENTS OF CASH FLOWS | ||||||||||||
Year Ended June 30, | ||||||||||||
2013 |
2012 |
2011 |
||||||||||
(In thousands) | ||||||||||||
Cash flows from operating activities | ||||||||||||
Net income | $ | 26,534 | $ | 16,109 | $ | 11,665 | ||||||
Adjustments to reconcile net income to net cash provided by operating activities: | ||||||||||||
Depreciation and amortization expense | 65,737 | 58,033 | 42,934 | |||||||||
Stock based compensation expense | 14,374 | 10,067 | 9,466 | |||||||||
Excess tax (benefit) expense from stock based compensation | (8,889 | ) | 3,122 | (4,954 | ) | |||||||
Deferred income taxes | 15,770 | 10,297 | 10,978 | |||||||||
Provision for doubtful accounts | 2,070 | 204 | 1,472 | |||||||||
Provision for inventory obsolescence | 387 | 1,618 | 1,060 | |||||||||
Provision for student computer shrinkage and obsolescence | 482 | 1,038 | 219 | |||||||||
Changes in assets and liabilities: | ||||||||||||
Accounts receivable | (27,708 | ) | (64,270 | ) | (15,810 | ) | ||||||
Inventories | (6,929 | ) | (8,918 | ) | (4,621 | ) | ||||||
Prepaid expenses | 843 | (784 | ) | 363 | ||||||||
Other current assets | 682 | (5,260 | ) | (1,825 | ) | |||||||
Deposits and other assets | (466 | ) | 764 | (1,037 | ) | |||||||
Accounts payable | (2,115 | ) | 2,794 | 2,726 | ||||||||
Accrued liabilities | 3,226 | (292 | ) | 615 | ||||||||
Accrued compensation and benefits | 4,616 | 4,275 | 1,976 | |||||||||
Deferred revenue | 3,119 | 3,351 | 6,760 | |||||||||
Restricted cash | 1,501 | - | 1,842 | |||||||||
Deferred rent and other liabilities | 2,059 | 843 | 3,384 | |||||||||
Net cash provided by operating activities | 95,293 | 32,991 | 67,213 | |||||||||
Cash flows from investing activities | ||||||||||||
Purchase of property and equipment | (8,339 | ) | (10,483 | ) | (19,616 | ) | ||||||
Capitalized software development costs | (23,446 | ) | (21,994 | ) | (9,947 | ) | ||||||
Capitalized curriculum development costs | (18,560 | ) | (16,123 | ) | (18,086 | ) | ||||||
Purchase of Kaplan | - | (12,641 | ) | - | ||||||||
Purchase of AEC, net of cash acquired of $3,841 | - | - | (24,543 | ) | ||||||||
Purchase of IS Berne, net of cash acquired of $1,563 | - | - | (839 | ) | ||||||||
Cash advanced for AEC performance escrow | - | - | (6,825 | ) | ||||||||
Cash returned for AEC performance escrow | - | - | 6,825 | |||||||||
Cash paid for investment in Web | - | - | (10,000 | ) | ||||||||
Net cash used in investing activities | (50,345 | ) | (61,241 | ) | (83,031 | ) | ||||||
Cash flows from financing activities | ||||||||||||
Proceeds from issuance of common stock | - | - | 125,619 | |||||||||
Repayments on capital lease obligations | (20,275 | ) | (16,600 | ) | (15,135 | ) | ||||||
Repayments on notes payable | (1,533 | ) | (1,820 | ) | (1,969 | ) | ||||||
Proceeds from notes payable | - | - | 1,932 | |||||||||
Borrowings from line of credit | - | - | 15,000 | |||||||||
Repayments under the line of credit | - | - | (15,000 | ) | ||||||||
Proceeds from exercise of stock options | 7,253 | 3,380 | 13,364 | |||||||||
Payment of stock registration expense | - | (313 | ) | - | ||||||||
Excess tax (benefit) expense from stock based compensation | 8,889 | (3,122 | ) | 4,954 | ||||||||
Repurchase of restricted stock for income tax withholding | (2,546 | ) | (1,292 | ) | (1,627 | ) | ||||||
Net cash provided by (used in) financing activities | (8,212 | ) | (19,767 | ) | 127,138 | |||||||
Effect of foreign exchange rate changes on cash and cash equivalents | 92 | (430 | ) | 28 | ||||||||
Net change in cash and cash equivalents | 36,828 | (48,447 | ) | 111,348 | ||||||||
Cash and cash equivalents, beginning of year | 144,652 | 193,099 | 81,751 | |||||||||
Cash and cash equivalents, end of year | $ | 181,480 | $ | 144,652 | $ | 193,099 | ||||||
Non-GAAP Financial Measures
EBITDA
EBITDA consists of net income (loss), plus net interest expense, plus income tax expense, minus income tax benefit, plus depreciation and amortization and noncontrolling interest charges. Interest expense primarily consists of interest expense for capital leases and long-term and short-term borrowings. We use EBITDA in addition to income from operations and net income as a measure of operating performance. However, EBITDA is not a recognized measurement under U.S. generally accepted accounting principles, or GAAP, and when analyzing our operating performance, investors should use EBITDA in addition to, and not as an alternative for, net income (loss) as determined in accordance with GAAP. Because not all companies use identical calculations, our presentation of EBITDA may not be comparable to similarly titled measures of other companies. Furthermore, EBITDA is not intended to be a measure of free cash flow for our management's discretionary use, as it does not consider certain cash requirements such as capital expenditures, tax payments, interest payments, or other working capital.
We believe EBITDA is useful to an investor in evaluating our operating performance because it is widely used to measure a company's operating performance without regard to items such as depreciation and amortization, which can vary depending upon accounting methods and the book value of assets, and to present a meaningful measure of corporate performance exclusive of our capital structure and the method by which assets were acquired. Our management uses EBITDA:
- as an additional measurement of operating performance because it assists us in comparing our performance on a consistent basis;
- in presentations to the members of our Board of Directors to enable our Board to have the same measurement basis of operating performance as is used by management to compare our current operating results with corresponding prior periods and with the results of other companies in our industry; and
- on an adjusted basis in determining compliance with the terms of our credit agreement.
The following tables provide a reconciliation of net income to EBITDA.
Three Months Ended June 30, | Year Ended June 30, | |||||||||||||||
2013 |
2012 |
2013 |
2012 |
|||||||||||||
(In thousands) | ||||||||||||||||
Net income | $ | 2,268 | $ | 1,801 | $ | 28,111 | $ | 17,543 | ||||||||
Interest expense, net | (1,657 | ) | 267 | (851 | ) | 989 | ||||||||||
Income tax expense | 1,828 | 571 | 20,023 | 11,882 | ||||||||||||
Depreciation and amortization | 17,562 | 15,708 | 65,737 | 58,033 | ||||||||||||
Noncontrolling interest | (1,018 | ) | (607 | ) | (1,577 | ) | (1,434 | ) | ||||||||
EBITDA | $ | 18,983 | $ | 17,740 | $ | 111,443 | $ | 87,013 | ||||||||
About K12 Inc.
K12 Inc. (NYSE: LRN) is leading the transformation to individualized learning as the nation's foremost provider of technology-powered online solutions for students in pre-kindergarten through high school. K12 has worked with over 2,000 school districts and has delivered more than four million courses over the past decade. K12 provides curricula, academic services, and learning solutions to public schools and districts, traditional classrooms, blended school programs, and families. K12's curriculum is rooted in decades of research combined with 21st-century technology by cognitive scientists, interactive designers and teachers. K12's portfolio of more than 550 unique courses and titles—the most extensive in the technology-based education industry—covers every core subject and four academic levels for high school including Honors and AP. K12 offers credit recovery courses, career-building electives, remediation support, six world languages and a deep STEM offering. The K12 program is offered through K12 partner public schools in more than two-thirds of the states and the District of Columbia, and through private schools serving students in all 50 states and more than 100 countries. More information can be found at K12.com.
CONTACT:
K12 Inc.
Investor Contact:
Christina L.
Parker, 703-483-7077
VP Investor Relations
chparker@k12.com
or
Press
Contact:
Jeff Kwitowski, 703-483-7281
SVP Corporate
Communications
jkwitowski@k12.com