APOL Apollo Education Grp., Inc.

Apollo Group, Inc. (NASDAQ: APOL) (“Apollo Group,” “Apollo” or the “Company”) today reported financial results for the three months ended November 30, 2009.

“We are pleased with our first quarter results and continued enrollment growth, particularly among our core bachelor’s programs,” said Apollo Group Co-Chief Executive Officer and Apollo Global Chairman Greg Cappelli. “We remain committed to providing access to high-quality education, while ensuring that only students who have a reasonable chance to succeed enroll in our institutions.”

Apollo Group Co-Chief Executive Officer Chas Edelstein, added, “We have recently received an important recertification of University of Phoenix’s Program Participation Agreement and have successfully resolved some significant uncertainties. In addition, University of Phoenix published its second Academic Annual Report, demonstrating our commitment to championing accountability and transparency in academics.”

Unaudited First Quarter of Fiscal 2010 Results of Operations

Consolidated net revenue for the three months ended November 30, 2009, totaled $1,270.3 million, which represents a 30.8% increase over the first quarter of fiscal 2009. Contributing to the growth in the first quarter was an 18.4% year-over-year increase in University of Phoenix total Degreed Enrollment to 455,600 as well as $88.7 million in revenue from recently acquired BPP Holdings. The Company reported net income attributable to Apollo Group for the three months ended November 30, 2009, of $240.1 million, or $1.54 per share (156.0 million weighted average diluted shares outstanding), compared to net income attributable to Apollo Group of $180.4 million, or $1.12 per share (160.8 million weighted average diluted shares outstanding) for the three months ended November 30, 2008.

The first quarter of fiscal 2010 results contain a tax benefit of $11.4 million resulting from the settlement of disputed tax issues with the Internal Revenue Service. Excluding this special item, net income attributable to Apollo Group for the three months ended November 30, 2009, was $228.7 million, or $1.47 per share, compared to net income attributable to Apollo Group of $180.4 million, or $1.12 per share for the three months ended November 30, 2008. (See the reconciliation of GAAP financial information to non-GAAP financial information in the tables section of this press release.)

In the first quarter of fiscal 2010, BPP’s operations contributed $88.7 million to revenue and increased earnings per share by approximately $0.04. (See the supplemental schedule detailing BPP’s financial results and those of Apollo Group excluding BPP for the first quarter of fiscal 2010 in the tables section of this press release.)

Instructional costs and services increased by $152.2 million, or 40.3% to $529.5 million for the three months ended November 30, 2009, compared to the three months ended November 30, 2008. As a percentage of net revenue, instructional costs and services increased 280 basis points to 41.7% versus 38.9% in the prior year’s first quarter. The increase, as a percentage of revenue, was predominantly due to the addition of BPP, as its cost structure is more heavily weighted towards instructional costs and services. The increase was also due to higher bad debt expense which, as a percentage of revenue, grew 130 basis points to 4.9% in the first quarter of fiscal 2010 versus 3.6% in the first quarter a year ago. BPP’s operations favorably impacted overall bad debt expense as a percentage of revenue by 40 basis points in the first quarter of fiscal 2010. The higher bad debt expense, as a percentage of revenue, is primarily a result of lower collection rates on aged receivables, due in part, to the economic downturn, as well as a continued shift in University of Phoenix’s student mix to a higher percentage of students in associate degree programs. Partially offsetting the increase in instructional costs and services was continued leverage of the Company’s fixed costs including classroom space.

Selling and promotional expenses increased by $46.9 million, or 20.5%, to $275.5 million for the three months ended November 30, 2009, compared to the three months ended November 30, 2008. A substantial portion of the increase resulted from investments in the Company’s non-internet long-term branding initiatives. As a percentage of net revenue, selling and promotional expenses declined 180 basis points to 21.7% versus 23.5% in the prior year’s first quarter. The reduction, as a percentage of revenue, was less when excluding the impact of BPP’s operations in the first quarter of fiscal 2010. The remaining decrease as a percentage of revenue was mainly a result of continued improvement in enrollment counselor effectiveness at University of Phoenix.

General and administrative (“G&A”) expenses increased by $14.2 million, or 24.4%, to $72.4 million, for the three months ended November 30, 2009, compared to the three months ended November 30, 2008. As a percentage of net revenue, G&A expenses declined 30 basis points to 5.7% versus 6.0% in the prior year’s first quarter. The decrease is mainly attributable to a reduction of share-based compensation expense, as a percentage of revenue. BPP’s operations had little impact on G&A expenses as a percentage of net revenue in the first quarter of fiscal 2010.

The Company’s effective tax rate for the first quarter of fiscal 2010 was 38.4%. The decrease versus a year ago is principally attributable to the tax benefit of $11.4 million resulting from the settlement of disputed tax issues with the Internal Revenue Service.

Financial and Operating Metrics

Below are Apollo Group’s unaudited financial data and operating metrics for the first quarter of fiscal 2010 versus the prior year period.

    Q1 2010   Q1 2009

Revenues (in thousands)

Degree Seeking Gross Revenues (1) $ 1,173,452 $ 944,356 Less: Discounts and other   (62,154 )   (42,870 ) Degree Seeking Net Revenues (1) 1,111,298 901,486 Non-degree Seeking Revenues (2) 9,881 9,281 Other, net of discounts (3)   149,122     60,200   $ 1,270,301   $ 970,967      

Revenue by Degree Type (in thousands) (1)

Associates $ 447,226 $ 327,935 Bachelors 487,266 401,633 Masters 216,943 197,800 Doctoral 22,017 16,988 Less: Discounts and other   (62,154 )   (42,870 ) $ 1,111,298   $ 901,486      

Degreed Enrollment (rounded to hundreds) (4)

Associates 205,400 161,800 Bachelors 171,000 146,800 Masters 71,900 69,800 Doctoral   7,300     6,500     455,600     384,900      

Degree Seeking Gross Revenues per Degreed Enrollment (1) (4)

Associates $ 2,177 $ 2,027 Bachelors 2,850 2,736 Masters 3,017 2,834 Doctoral 3,016 2,614 All degrees (after discounts) 2,439 2,342    

New Degreed Enrollment (rounded to hundreds) (5)

Associates 52,200 45,800 Bachelors 32,100 26,100 Masters 13,100 13,300 Doctoral   700     1,100     98,100     86,300    

(1

)

Represents revenue from tuition and other fees for students enrolled in University of Phoenix degree programs. Also includes revenue from tuition and other fees for students participating in University of Phoenix certificate programs of at least 18 credit hours in length with some course applicability into a related degree program.

(2

)

Represents revenue from tuition and other fees for students participating in University of Phoenix certificate programs less than 18 hours in length, certificate programs with no applicability into a related degree program, single course and continuing education courses.

(3

)

Represents revenues from IPD, CFFP, Western International University (excluding associate's degree students), Insight Schools, Apollo Global - BPP (acquired in July 2009), Apollo Global - Other and other.

(4

)

Represents individual students enrolled in a University of Phoenix degree program who attended a course during the quarter and did not graduate as of the end of the quarter. Degreed Enrollment for a quarter also includes any student who previously graduated from one degree program and started a new University of Phoenix degree program in the quarter (for example, a graduate of the associate’s degree program returns for a bachelor’s degree or a bachelor’s degree graduate returns for a master’s degree). In addition, Degreed Enrollment includes students participating in University of Phoenix certificate programs of at least 18 credit hours in length with some course applicability into a related degree program.

(5

)

Represents any individual student enrolled in a University of Phoenix degree program who is a new student and started a course in the quarter, any individual student who previously graduated from one degree program and started a new degree program in the quarter (for example, a graduate of an associate’s degree program returns for a bachelor’s degree program, or a graduate of a bachelor’s degree program returns for a master’s degree), as well as any individual student who started a degree program in the quarter and had been out of attendance for greater than 12 months. In addition, New Degreed Enrollment includes students who in the quarter started participating in University of Phoenix certificate programs of at least 18 credit hours in length with some course applicability into a related degree program.

Unaudited Balance Sheet

As of November 30, 2009, the Company’s cash, cash equivalents, and marketable securities, excluding restricted cash, totaled $924.8 million as compared to $987.8 million as of August 31, 2009. The decrease is primarily attributable to repayments on the Company’s outstanding debt, largely offset by cash generated from operations. Restricted cash increased by $37.8 million compared to August 31, 2009, primarily due to increased student enrollment. Student deposits decreased by $11.5 million compared to August 31, 2009, due to increased student enrollment at the University of Phoenix which was more than offset by a reduction in student deposits at BPP due to the timing of course starts.

At November 30, 2009, accounts receivable increased to $341.0 million from $298.3 million at August 31, 2009. Excluding accounts receivable and the associated revenue for Apollo Global, the Company’s days sales outstanding (“DSO”) increased to 32 days at November 30, 2009, consistent with August 31, 2009, and compared to 26 days at November 30, 2008. The increase in DSO versus a year ago is due to certain operational changes that cause an increase in the Company’s accounts receivable balance, as well as increases in gross accounts receivable due to lower collection rates on aged receivables.

Total deferred revenue at November 30, 2009, increased to $377.1 million from $333.0 million at August 31, 2009. The increase is principally due to increased student enrollment at University of Phoenix and the timing of course starts at BPP.

Total debt outstanding (including short-term borrowings and the current portion of long-term debt) decreased by $396.3 million to $192.8 million at November 30, 2009, from $589.1 million at August 31, 2009. The decrease is due to the repayment of US denominated borrowings on the Company’s $500 million credit facility.

U.S. Department of Education Program Review

On December 31, 2009, University of Phoenix received the Department of Education’s Program Review Report, which is a preliminary report of the Department’s findings from its February 2009 program review of University of Phoenix’s policies and procedures involving Title IV programs. The report contains six findings and one concern. The Company believes its liability resulting from the findings will be approximately $1.5 million. In addition, the Department’s regulations require certain institutions to post a letter of credit where a preliminary program review report cites untimely return of unearned Title IV funds for more than 10% of the sampled students. Absent relief from this requirement, the University of Phoenix will be required to post by January 30, 2010, a letter of credit in the amount of approximately $125 million.

Conference Call Information

The Company will hold a conference call to discuss these earnings results at 5:00 PM Eastern, 3:00 PM Phoenix time, today, Thursday, January 7, 2010. The call may be accessed by dialing (877) 292-6888 (domestic) or (973) 200-3381 (international) and entering the conference ID number 45413704. A live webcast of this event may be accessed by visiting the Company’s website at www.apollogrp.edu. A replay of the call will be available on the website or by dialing (800) 642-1687 (domestic) or (706) 645-9291 (international) and entering the conference ID number 45413704 until January 15, 2010.

About Apollo Group, Inc.

Apollo Group, Inc. is one of the world's largest private education providers and has been in the education business for more than 35 years. The Company offers innovative and distinctive educational programs and services both online and on-campus at the high school, undergraduate, masters and doctoral levels through its subsidiaries: University of Phoenix, Institute for Professional Development, College for Financial Planning, Western International University, Meritus University, Insight Schools and Apollo Global. The Company's programs and services are provided in 40 states and the District of Columbia; Puerto Rico; Canada; Latin America; and Europe, as well as online throughout the world (data as of November 30, 2009).

For more information about Apollo Group, Inc. and its subsidiaries, call (800) 990-APOL or visit the Company’s website at www.apollogrp.edu.

Forward-Looking Safe Harbor

Statements in this press release which are not statements of historical fact, including statements regarding Apollo Group’s business outlook, future financial and operating results, future enrollment, and overall future strategy and plans, are forward-looking statements, and are subject to the Safe Harbor provisions created by the Private Securities Litigation Reform Act of 1995. These forward-looking statements are based on current information and expectations and involve a number of risks and uncertainties. Actual results may differ materially from those projected in such statements due to various factors. For a discussion of the various factors that may cause actual results to differ materially from those projected, please refer to the risk factors and other disclosures contained in Apollo Group’s previously filed Form 10-K, Forms 10-Q, and other filings with the Securities and Exchange Commission.

Use of Non-GAAP Financial Information

This press release and the related conference call contain non-GAAP financial measures, which are intended to supplement, but not substitute for, the most directly comparable GAAP measures. Management uses, and chooses to disclose to investors, these non-GAAP financial measures because (i) such measures provide an additional analytical tool to clarify the Company’s results from operations and help to identify underlying trends in its results of operations; (ii) as to the non-GAAP earnings measures, such measures help compare the Company’s performance on a consistent basis across time periods; and (iii) these non-GAAP measures are employed by the Company’s management in its own evaluation of performance and are utilized in financial and operational decision-making processes, such as budgeting and forecasting. Exclusion of items in our non-GAAP presentation should not be construed as an inference that these items are unusual, infrequent or non-recurring. Other companies, including other companies in the education industry, may calculate non-GAAP financial measures differently than we do, limiting their usefulness as a comparative measure across companies.

Apollo Group, Inc. and Subsidiaries Condensed Consolidated Balance Sheets (Unaudited)   As of November 30,   August 31, 2009 2009 ($ in thousands) ASSETS: Current assets Cash and cash equivalents $ 905,262 $ 968,246 Restricted cash and cash equivalents 470,129 432,304 Accounts receivable, net 340,973 298,270 Deferred tax assets, current portion 97,652 88,022 Prepaid taxes 3,771 57,658 Other current assets   39,215     35,517   Total current assets 1,857,002 1,880,017 Property and equipment, net 577,453 557,507 Marketable securities 19,579 19,579 Goodwill 527,177 522,358 Intangible assets, net 198,020 203,671 Deferred tax assets, less current portion 71,339 66,254 Other assets   14,464     13,991   Total assets $ 3,265,034   $ 3,263,377     LIABILITIES AND SHAREHOLDERS' EQUITY: Current liabilities Short-term borrowings and current portion of long-term debt $ 65,037 $ 461,365 Accounts payable 74,809 66,928 Accrued liabilities 249,567 268,418 Income taxes payable 127,748 - Student deposits 480,181 491,639 Deferred revenue 377,134 333,041 Other current liabilities   86,921     133,887   Total current liabilities 1,461,397 1,755,278 Long-term debt 127,767 127,701 Deferred tax liabilities 56,463 55,636 Other long-term liabilities   103,833     100,149   Total liabilities   1,749,460     2,038,764     Commitments and contingencies   Shareholders' equity Preferred stock, no par value - - Apollo Group Class A nonvoting common stock, no par value 103 103 Apollo Group Class B voting common stock, no par value 1 1 Additional paid-in capital 38,772 1,139 Apollo Group Class A treasury stock, at cost (2,014,048 ) (2,022,623 ) Retained earnings 3,435,185 3,195,043 Accumulated other comprehensive loss   (9,732 )   (13,740 ) Total Apollo Group, Inc. shareholders' equity   1,450,281     1,159,923   Noncontrolling interests   65,293     64,690   Total equity   1,515,574     1,224,613   Total liabilities and shareholders' equity $ 3,265,034   $ 3,263,377   Apollo Group, Inc. and Subsidiaries Condensed Consolidated Statements of Income (Unaudited)     Three Months Ended November 30, 2009 2008 (in thousands, except per share data) Net revenue $ 1,270,301   $ 970,967   Costs and expenses: Instructional costs and services 529,496 377,296 Selling and promotional 275,483 228,585 General and administrative   72,427     58,221   Total costs and expenses   877,406     664,102   Income from operations 392,895 306,865 Interest income 932 5,379 Interest expense (2,911 ) (1,432 ) Other, net   (866 )   (2,431 ) Income before income taxes 390,050 308,381 Provision for income taxes   (149,918 )   (128,073 ) Net income 240,132 180,308 Net loss attributable to noncontrolling interests   10     52   Net income attributable to Apollo Group, Inc. $ 240,142   $ 180,360     Earnings per share:   Basic income per share attributable to Apollo Group, Inc. $ 1.55   $ 1.13   Diluted income per share attributable to Apollo Group, Inc. $ 1.54   $ 1.12   Basic weighted average shares outstanding   154,824     159,138   Diluted weighted average shares outstanding   156,045     160,762   Apollo Group, Inc. and Subsidiaries Condensed Consolidated Statements of Cash Flows (Unaudited)     Three Months Ended November 30, 2009 2008 ($ in thousands) Cash flows provided by (used in) operating activities: Net income $ 240,132 $ 180,308 Adjustments to reconcile net income to net cash provided by operating activities: Share-based compensation 14,154 15,119 Excess tax benefits from share-based compensation (238 ) (3,950 ) Depreciation and amortization 32,303 22,897 Amortization of deferred gain on sale-leaseback (450 ) (397 ) Non-cash foreign currency losses, net 357 2,467 Provision for uncollectible accounts receivable 62,698 34,857 Deferred income taxes (15,899 ) (8,776 ) Changes in assets and liabilities: Accounts receivable (104,798 ) (21,142 ) Other assets (4,105 ) (6,998 ) Accounts payable and accrued liabilities (16,806 ) 14,666 Income taxes payable 170,230 113,475 Student deposits (11,627 ) 42,136 Deferred revenue 43,163 (8,182 ) Other liabilities   (3,884 )   4,316   Net cash provided by operating activities   405,230     380,796   Cash flows provided by (used in) investing activities: Additions to property and equipment (37,574 ) (30,646 ) Maturities of marketable securities - 1,660 Increase in restricted cash and cash equivalents   (37,825 )   (58,607 ) Net cash used in investing activities   (75,399 )   (87,593 ) Cash flows provided by (used in) financing activities: Payments on borrowings (410,126 ) (11,564 ) Proceeds from borrowings 12,251 13,126 Issuance of Apollo Group Class A common stock 5,771 18,333 Class A common stock purchased for treasury (1,025 ) (2,505 ) Excess tax benefits from share-based compensation   238     3,950   Net cash (used in) provided by financing activities   (392,891 )   21,340   Exchange rate effect on cash and cash equivalents   76     (836 ) Net (decrease) increase in cash and cash equivalents (62,984 ) 313,707 Cash and cash equivalents, beginning of period   968,246     483,195   Cash and cash equivalents, end of period $ 905,262   $ 796,902   Supplemental disclosure of cash flow information Cash paid during the period for income taxes, net of refunds $ 2,535 $ 19,270 Cash paid during the period for interest $ 1,536 $ 734 Supplemental disclosure of non-cash investing and financing activities Credits received for tenant improvements $ 3,786 $ 2,117 Purchases of property and equipment included in accounts payable $ 6,132 $ 4,838 Restricted stock units vested and released $ 2,594 $ 7,362 Unrealized loss on auction-rate securities $ - $ 2,203 Apollo Group, Inc. and Subsidiaries Supplemental Schedule - Combined Condensed Statements of Income (Unaudited)     Three Months Ended November 30, 2009

Apollo Group, Inc.Excluding BPP

BPP

Apollo Group, Inc.Consolidated

($ in thousands) Net revenue $ 1,181,628   $ 88,673   $ 1,270,301   Costs and expenses: Instructional costs and services 465,215 64,281 529,496 Selling and promotional 270,710 4,773 275,483 General and administrative   68,410     4,017     72,427   Total costs and expenses   804,335     73,071     877,406   Income from operations 377,293 15,602 392,895 Interest income 850 82 932 Interest expense (1,628 ) (1,283 ) (2,911 ) Other, net   1,793     (2,659 )   (866 ) Income before income taxes 378,308 11,742 390,050 Provision for income taxes   (145,480 )   (4,438 )   (149,918 ) Net income 232,828 7,304 240,132 Net loss (income) attributable to noncontrolling interests   1,238     (1,228 )   10   Net income attributable to Apollo Group, Inc. $ 234,066   $ 6,076   $ 240,142     Earnings per share:   Basic income per share attributable to Apollo Group, Inc. $ 1.51   $ 0.04   $ 1.55   Diluted income per share attributable to Apollo Group, Inc. $ 1.50   $ 0.04   $ 1.54   Basic weighted average shares outstanding   154,824     154,824     154,824   Diluted weighted average shares outstanding   156,045     156,045     156,045   Apollo Group, Inc. and Subsidiaries Reconciliation of GAAP financial information to non-GAAP financial information (Unaudited)     Three Months Ended November 30, 2009 2008 (in millions, except per share data) Net income attributable to Apollo Group, Inc. as reported $ 240.1   $ 180.4   Reconciling item: Tax benefit from IRS settlement (1)   (11.4 )   - Net income attributable to Apollo Group, Inc. adjusted to exclude special item $ 228.7   $ 180.4   Diluted income per share attributable to Apollo Group, Inc. as reported $ 1.54   $ 1.12   Diluted income per share attributable to Apollo Group, Inc. adjusted to exclude special item $ 1.47   $ 1.12   Diluted weighted average shares outstanding   156.0     160.8  

(1) The $11.4 million tax benefit during the three months ended resulted from our settlement of disputed tax issues with the Internal Revenue Service.