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Section 1: 8-K (ADTALEM GLOBAL EDUCATION 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): May 13, 2019
 
ADTALEM GLOBAL EDUCATION INC.
(Exact name of registrant as specified in its charter)
 
 
Delaware
1-13988
36-3150143
 
(State of incorporation)
(Commission File Number)
(IRS Employer Identification No.)
 
 
 
 
 
500 West Monroe
 
 
 
Chicago, Illinois
 
60661
 
(Address of principal executive offices)
 
(Zip Code)

(630) 515-7700
(Registrant’s telephone number, including area code)
 
N/A
(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:
 
☐ 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))
 
Indicate by check mark whether the registrant is an emerging growth company as defined in as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
 
Emerging growth company ☐
 
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Securities registered pursuant to Section 12(b) of the Act:

Title of each class
 
Name of each exchange on
which registered
 
Trading Symbol
Common Stock $0.01 Par Value
  NYSE, CSE
  ATGE


Item 7.01   Regulation FD Disclosure.

On May 13, 2019, Adtalem Global Education Inc. will hold an Investor Day presentation in New York. The event will take place at the New York Stock Exchange, located at 11 Wall Street, New York, NY 10005.  The event begins at 12:00 p.m. ET and will conclude at 4:00 p.m. ET.  The event will also be webcast https://livestream.com/ICENYSE/AdtalemInvestorDay2019.

The presentation materials are available on Adtalem’s website at www.adtalem.com and are furnished with this Form 8-K and incorporated herein by reference.

For those unable to listen to the webcast live, a replay will be available for 30 days on the investor relations section of the Adtalem website, www.adtalem.com.

The information disclosed in this Item 7.01, including Exhibit 99.1, is being furnished in accordance with the provisions of General Instruction B.2 of Form 8-K and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the Exchange Act), or otherwise subject to the liabilities under 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 except as expressly set forth by specific reference in such filing. 

Forward Looking Statements
 
Certain statements contained in this Form 8-K and furnished materials, including those that affect Adtalem’s expectations or plans, constitute forward-looking statements within the meaning of 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 Adtalem or its management “anticipates,” “believes,” “estimates,” “expects,” “forecasts,” “foresees,” “intends,” “plans,” “potential,” “continue,” “may,” “will,” “should,” “could” or other words or phrases of similar import which predict or indicate future events or trends or that are not statements of historical matters.
 
Because these forward-looking statements involve risks and uncertainties, there are important factors that could cause Adtalem’s actual results to differ materially from those projected or implied by these forward-looking statements. Additional information regarding factors that could cause results to differ can be found in Adtalem’s Annual Report on Form 10-K for the fiscal year ended June 30, 2019 and its most recent Form 10-Q for the quarter ended March 31, 2019.
 
These forward-looking statements are based on information as of May 13, 2019 and Adtalem assumes no obligation to publicly update or revise its forward-looking statements even if experience or future changes make it clear that any projected results expressed or implied therein will not be realized, except as required by law.
 
Item 9.01   Financial Statements and Exhibits

99.1  Adtalem Global Education Inc. Investor Day Materials, dated May 13, 2019.



 
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 hereunto duly authorized.
 


  ADTALEM GLOBAL EDUCATION INC.  
       

By:
/s/ Stephen W. Beard  
    Stephen W. Beard  
    Senior Vice President, Chief Operating Officer  
    and General Counsel
 

Date: May 13, 2019

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Section 2: EX-99.1 (EXHIBIT 99.1)

Exhibit 99.1

 Investor DayMay 13, 2019 
 

 Safe Harbor  Certain statements contained in this presentation concerning Adtalem Global Education’s future performance, including those statements concerning expectations or plans, constitute “forward-looking statements” within the meaning of 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 Adtalem Global Education or its management "believes," "expects," "anticipates," "foresees," "forecasts," "estimates,” “plans,” “intends” 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 most recent Annual Report on Form 10-K for the year ending June 30, 2018 and filed with the Securities and Exchange Commission (SEC) on August 24, 2018 and its most recent Quarterly Report on Form 10-Q for the quarter ending March 31, 2019 and filed with the SEC on May 2, 2019.Non-GAAP Financial MeasuresThis presentation includes references to certain financial measures that are not calculated in accordance with generally accepted accounting principles in the United States (“GAAP”). Management believes that the non-GAAP disclosures provide investors with useful supplemental information regarding the underlying business trends and performance of Adtalem’s ongoing operations and are useful for period-over-period comparisons of such operations. Adtalem uses these supplemental financial measures internally in its assessment of the performance of its portfolio of investments. These non-GAAP financial measures have important limitations and should not be considered in isolation or as a substitute for measures of Adtalem’s financial performance prepared in accordance with GAAP. For how we define the non-GAAP financial measures, including EBITDA, and a reconciliation of each non-GAAP financial measure to the most directly comparable GAAP measure, please refer to the reconciliation at the end of this presentation. 
 

 12:00 Welcome John Kristoff12:05 Adtalem Today: Poised for Growth Lisa Wardell12:30 The Workforce Solutions Provider Model Stephen Beard 1:00 Enterprise-Level Financial Strategy Lisa Wardell 1:20 Vertical Overviews Medical & Healthcare Kathy Boden Holland Financial Services Mehul Patel Business & Law Thiago Sayão 2:05 Break 2:20 Academic Panel Maira Habimorad, Mehul Patel, Karen Cox, William Owen 2:40 Financial Overview Patrick Unzicker 3:10 Q&A  Agenda 
 

 Adtalem Today: Poised for Growth  Lisa WardellPresident and Chief Executive Officer 
 

 Substantial Progress Since May 2018 Investor Day  Streamlined portfolio with the divestitures of DeVry University/Carrington CollegeCompleted permanent relocation of Ross University School of Medicine to BarbadosReturned AUC to St. Maarten, with a new permanent satellite campus in the U.K.Introduced Workforce Solutions Provider with new verticals/organizational structure – Medical & Healthcare, Financial Services, and Business & LawEnhanced financial performance driven by organic growth through new programs/ product offerings, margin expansion, cost efficiencies, and a focus on B2B partnerships/ customersMaintained strong track record of capital allocation through organic investment in growing businesses, share repurchases, and strategically aligned pending acquisition of OCL Financial Services             
 

             Strong cash flow generation and solid financial position with focus on shareholder returns  Experienced, global management team  Mission-based organization focused on serving student and employer partners  Streamlined and focused business/ enhanced long-term strategy  Compelling Investment Thesis  Substantial organic revenue growth and margin expansion opportunities  Leading positions with competitive differentiated products in attractive, growing markets 
 

 Robust Portfolio with Diverse Revenue Mix andRevenue Growth Opportunities  Medical & Healthcare  Financial Services  Business & Law 
 

 Leading positions in attractive, growing markets with compelling organic revenue growth opportunities.  One of the largest Medical and Healthcare tertiary educationproviders globally  ATB ranked No. 1 institution in 8 of 12cities where wecompete in Brazil  No. 1 or 2 brandin all professional services offerings  ACAMS, supportedby Becker and OCL, driving organic growth opportunities in Financial Services  Leading Market Positions and Growing Opportunities 
 

 Mission-Based Organization Serving Students and Employer Partners    Our Vision Is to Empower  ESG Strategy  Enhance communities in which we teach, learn and work by operating sustainably, maintaining responsible governance standards and supporting our global communityOngoing efforts include documenting and increasing programs in supplier diversity, employee and vendor diversity and inclusion, waste energy and community investment  Empower our students to achieve their goals and encourage our students to make inspiring contributions to the global communityProduce more marketable graduates who can fill employer partners’ talent needsForm deep partnerships with employers who provide careers and advancement/new skills for our graduates/members Provide comprehensive solutions for multinational corporations, financial services firms and hospital systemsDrive intentional diversity in our employees, student body and suppliersPractice our values of Teamwork, Energy, Accountability, Community and Heart   9  ©2019 Adtalem Global Education Inc. All rights reserved.       
 

 Embraces education mission and broadens our customer baseBuilds upon existing strengths – brands, product demand, functional synergies – to drive value creation across the portfolioEnhances solution set and creates more value for stakeholders, especially employers looking for talent acquisition, development and retentionStrengthens new product development capability across the portfolio that sets the stage for long-term organic growthLeverages the existing portfolio while transforming how we integrate and deploy capabilities across the enterpriseLeverages corporate partnership capability that is driving incremental revenue for all business units  Streamlined Business and Enhanced Long-Term Enterprise Strategy 
 

 Increasing capacity in medical and veterinary schools with university and employer partnerships, satellite campus, new programsAdding in-demand graduate programs at Chamberlain in nursing and health professions collegesDriving sales in financial services through product differentiation (Becker) and geographic and language offering expansion (ACAMS)Participating in growing trend of distance learning, particularly in Brazil, to support continuing enrollmentCapitalizing on strong brands across portfolio todrive growth      Return to enrollment growth at medical and veterinarian schools  Increased relevancy of brands through product differentiation and customer responsiveness    Expansion of higher margin online programs, i.e., graduate at Chamberlain and CPE in financial services                  Organic Growth and Margin Expansion Opportunities  Accelerating organic growth supported by increasing operational efficiencies.  
 

   Strong cash flow generation, healthy margin profile, solid financial position supports future growth initiatives and shareholder returns.   Significant discretionary free cash flow with continued focus on maintaining financial strength and flexibilityReduced cost of capital driven byrecent balance sheet recapitalizationStrong and consistent marginsPrudent use of CapEx to drive incremental revenue over time  Financial Overview1  1 Fiscal years ended June 30. From continuing operations excluding special items.  $ IN MILLIONS  14.4%  14.7%  16.6%  17.3%    Percentage Margin  Strong Financial Position and Cash Generation  
 

 Experienced, Global Management Team  Lisa Wardell was appointed President and CEO in 2016 and has been a member of Adtalem’s Board of Directors since 2008Prior to her current position with Adtalem, Wardell was Executive Vice President and Chief Operating Officer for The RLJ Companies, a diversified holding company, bringing significant experience in corporate development, M&A and strategyShe currently serves on the Board of Directors for Lowe’s Home Improvement and THINK450, the commercial subsidiary of the National Basketball Players AssociationShe is also a member of The Business Council, the Executive Leadership Council, CEO Action for Diversity and Inclusion and the Fortune CEO Initiative  Lisa WardellPresident and CEO  Patrick UnzickerChief Financial Officer  Patrick Unzicker was appointed Senior Vice President, Chief Financial Officer and Treasurer for Adtalem Global Education in 2016Unzicker joined Adtalem in 2006 as ControllerBefore joining Adtalem, Unzicker served as Vice President and Controller of Whitehall JewelersUnzicker is on the Board of Trustees of the Catholic Theological Union and serves on the Advisory Board of the Accounting and Business Law department of Loyola University Chicago  Stephen W. BeardChief Operating Officer, General Counsel and Corporate Secretary  Stephen Beard was appointed Chief Operating Officer and General Counsel for Adtalem Global Education in 2019Beard joined Adtalem in 2018 as General CounselBefore joining Adtalem, Beard served as Chief Administrative Officer and General Counsel of Heidrick & StrugglesPrior to Heidrick, Beard served as an associate of Schiff Hardin in their M&A and corporate law practiceBeard is on the Board of Directors of A Better Chicago and serves on the board of Lurie Children’s Hospital          Kathy Boden Holland was appointed to current position in 2018Most recently, Boden Holland served as EVP, Bank Products and in other executive leadership roles at Elevate Credit, Inc., from 2014 to 2018. Prior roles include EVP, Corporate Development, of Think Finance Incorporated and President of RLJ Financial LLCShe was a Director of Adtalem Global Education from 2017 to 2018, served as a Board Member to the UNC Kenan-Flagler Business School, Center for the Business of Health, and serves as an Advisory Board Member of Capital A Partners, an early stage venture capital firm  Thiago Sayão was appointed to current position in May 2019 Sayão has nearly 20 years of experience in education in BrazilAs a founding partner of Meta Concursos, he acquired Damásio in 2008. Under Sayão’s leadership, Damásio grew from R$20 million to R$150 million before being acquired by Adtalem in 2015. Most recently, he served as Vice President, Adtalem Brazil  Mehul Patel was appointed to current position in 2017Most recently Patel served as President of Apollo Global, the international education unit of Apollo Education Group, Inc., where he was responsible for several global acquisitions in addition to organic growthFormerly Patel was President of Kaplan Professional Publishing and Kaplan Professional Schools, where he led two professional education business units  Kathy Boden HollandGroup President, Medical & Healthcare Education  Thiago SayãoGroup President, Business & Law, Adtalem Global Education  Mehul PatelGroup President, Professional Education  13 
 

 Adtalem Today Is Positioned Well for Tomorrow.    We have successfullypositioned the businessfor an exciting transformationto deliver accelerated growthand an enhanced portfolio.  
 

 

 The Workforce Solutions Provider  Stephen BeardChief Operating Officer 
 

 Medical & Healthcare  Financial Services  Business & Law  U.S. Post-Secondary    Recent Divestitures Permit Adtalem to Leverage Its Strengths and Pivot with the Market  DIVESTITURES 
 

 ATGE’s traditional business model is impactedby the evolving learning landscape, driven by three key trends…   Higher Ed Institutions Facing Pressure to Improve Student ROI  Tech and Business Model Innovations  Boundaries Blurring Between Educators and Employers              The Education Landscape Is Shifting; Adtalem Is Evolving to Meet New Demands  The market is expected to continue to shift toward flexible, on-the-job training and lifelong learning/continuous upskilling. 
 

 Adtalem Will Migrate from Portfolio Manager to Workforce Solutions Provider   Workforce Solutions Provider   An enterprise strategy that delivers leading workforce solutions permitsAdtalem to serve our markets in a more competitive and comprehensive way.  Responsive to positive market dynamics that demand stronger links between education and workforce needsOpportunities for higher mix of B2B revenue as workforce playerLonger relationship with consumer over time translates to higher customer lifetime value (CLTV)  Portfolio Manager  This model benefited us with a straightforward playbook for a broadly diversified portfolioHowever, it also presented complexity and risk and lacked opportunities for driving value through shared activity and transferrable capabilities across the enterprise                                
 

 Educate  Recruit & Select  Prepare & Certify  Train & Develop  Workforce Solutions Value Chain  Formal, degree-granting programsor equivalent  Staffing offerings  Industry-related test preparation and certification offerings   Continuing and professional educationand training   Graduate admissions exams, test prep and readiness programs  Prepare aspiring students to apply/ advance to degree programs  Develop qualified professionals via degree-granting programs and related training   Connect graduates with prospective employers Assist organizations with short- or long-term staffing needs, or broader strategic services; includes apprenticeship models  Prepare professionals with training, test preparation and knowledge acquisition to pass required certification examsAssist students in preparing for advanced certifications which helps them accelerate their careers  Offer continuing education for professionals to maintain knowledge/ meet regulatory requirements  TAM*   $195B    $37B    $5B   $28B   Sizeable Market Opportunity in Workforce Solutions Value Chain Leveraging Existing Capabilities  TAM 
 

 Streamlined Verticals    Medical & Healthcare    Financial Services    Business & Law  Our verticals will prioritize growth opportunities that serve current and prospective customers.              And they will leverage opportunities for shared activities and transferrable capabilities.       
 

 Adtalem Will Expand Across the Workforce Solutions Value Chain  Medical & Healthcare    Enterprise Driven B2B Partnerships    Educate    Recruit & Select    Prepare & Certify    Train & Develop                                Value Chain and Industry Verticals  Educate  Recruit & Select  Prepare & Certify  Train & Develop  Educate  Recruit & Select  Prepare & Certify  Train & Develop  Financial Services  Business& Law  ChamberlainRUSMRUSVMAUCMERPWyden Health  IbmecWydenDamásio  BeckerACAMSEduPristine  Damásio Curso ClioSJT  BeckerACAMSEduPristine  SJT Med  Ibmec 
 

 Competitive Differentiators of the Workforce Solutions Strategy    Several capabilities at the enterprise level, strengthened by the leadership team, will lend themselves to the workforce solutions provider strategy.      Brand Strength  Global Platform  Institutional Partnerships              Academic Foundation      Talent 
 

 Revitalized Model Improves Competitiveness, Accelerates Growth, and Drives Enterprise Value                  Synergies driven by shared activities and skills   Responsive to positive market dynamics, linking education and workforce needs  Focused portfolio with streamlined assets  Expansion opportunities across geography, industry and horizontally   Relationship with consumer over time translates to higher customer lifetime value  Enhanced opportunity for B2B relationships                      Builds upon existing strengths  Higher mix of B2B revenue as a workforce player 
 

 Leverage Multiple Vehicles to Achieve Growth Goals              Consistently Profitable Topline Growth  Exploiting the Synergies of the Streamlined Portfolio  Differentiating Capabilities  Accretive Inorganic Growth                         
 

 

 Enterprise-Level Financial Strategy  Lisa WardellPresident and Chief Executive Officer 
 

 Capital Allocation           Invest in the core – institutions and companies  Return capital to shareholders  Make strategic acquisitions via disciplined approach  Maintain financial strength and flexibility  Continually Allocating Capital to Increase Enterprise Value While Maintaining Leverage Under 2x   
 

 ROIC and accretive enterprise valueAbility to scaleTalent/acquihireImpact on global reachSynergy opportunitiesPositioned within Workforce Solutions value chain    Driving marginal revenue in the core through the thoughtful, disciplined andstrategic use of M&A to bridge gaps in the workforce solutions provider capabilities.     M&A Criteria           
 

 

 Medical and Healthcare  Kathy Boden HollandGroup President, Medical & Healthcare Education 
 

 Medical & Healthcare  38,000+ students and 86,000+ alumni from 5 medical and healthcare institutions 1,500+ clinical relationships with healthcare systems and nursing organizationsServing a diverse market/demographic of students in the medical and healthcare fields90% plus medical residency attainment rate for both medical schoolsStrong positive student outcome trends: NCLEX & NAVLE scores as well as residency attainment   Each institution is in growth mode and portfolio has stabilized post-hurricanes Maria and IrmaEarly and favorable signs of value from cross-vertical effort:Dual degree programsJoint clinical negotiationsLeveraging technology investments and education expertise  At a Glance  Vertical Investment Highlights  Collectively, the largest medical “institution” in the U.S. market, offering economies of scale and broad market insightPositioned to address the significant demand for healthcare programs and graduates Student outcomes continue to improve 
 

 Positioned to Capture Market Demand  1 Source: Bureau of Labor Statistics Occupational Outlook Handbook. 2Source: American Association of Medical Colleges, November 2017. 3 Source: https://revcycleintelligence.com/news/less-than-a-third-of-docs-owned-independent-practices-in-2018.                                 NURSING  MEDICAL  VETERINARY   15%growth in demand for nurses expected from 2016 to 2026    31%Employment for FNPs expected from 2016 to 20261    1.1MRNs required tosupport expansion/ replacement needs   52k+shortfall for primary care physicians in 20252  <32%are practice owners3  33% of physicians will be 65+ in age in 10 years  $35BGlobal animal healthcare projected market by 2025   <0.5%Unemployment among U.S. veterinarians   1.8:1Demand outstrips supply; applicant to seat ratio 
 

 31,000+ students enrolled across all programsLargest Bachelor of Science in Nursing program in the U.S., offered at 22 campuses in 15 statesOnline post-licensure nursing and graduate programs represent two-thirds of student enrollment60,000 alumni nationwide; 1 in 36 working nurses is a Chamberlain University graduateChamberlain Care approach is unique and differentiated    34  ©2019 Adtalem Global Education Inc. All rights reserved.       
 

   On-site  Online  Chamberlain University Degree Programs & Options  Chamberlain University Degree Programs and Options 
 

 Chamberlain Has Built and Scaled Market-Leading ProgramsLeading to a Large and Influential Alumni Base  #1 IN TOTAL ENROLLMENT#1 IN ENROLLMENT PRE-LICENSURE BACCALAUREATE NURSING#1 IN ENROLLMENT IN MSN-FNP PROGRAMS#2 IN ENROLLMENT IN RN TO BSN#2 IN ENROLLMENT IN MSN PROGRAMS#2 IN ENROLLMENT IN NON-CLINICAL MSN TRACKS#3 IN ENROLLMENT IN DNP PROGRAMS  Chamberlain Graduates by Year 
 

 Chamberlain’s New Campuses on Average Reach Profitability in Year 3  CAGR = 13%   
 

 60+ Healthcare Development Specialists with Collaborative Relationships at 920 Healthcare and Educational Institutions, Colleges and Associations  
 

 Located in St. Maarten with ~1,400 students, returned in full August 2018, followed by a return to new student enrollment growthAchieved record 90% residency attainment rate in 2019, with nearly 300 AUC graduates matching in 38 states and 24 specialtiesCampus in U.K., in partnership with University of Central Lancashire, expecting first students in September 2019. Successful completion provides path for Commonwealth students to practice in the U.S.     7,000+ALUMNI     58%PRIMARY CARE PRACTITIONERS     >90%PRACTICE IN LOW INCOME AREAS 
 

   14,000+ALUMNI     60%PRIMARY CARE PRACTITIONERS     43%PRACTICE IN HC SHORTAGE AREA  January 2019, approximately 1,500 basic sciences students relocated to Barbados; total current enrollment at RUSM is 3,000New academic center with state-of-the-art infrastructureStudent living and learning centerAchieved record 90% residency attainment rate in 2019Signed articulation agreements with HBCUs and HSIs create new channel for student acquisition 
 

   65%+OF STUDENTS START AT ROSS/AUC    3,000+STUDENT COMPLETIONS    3START OPTIONS IN A YEAR  Applicants are admitted to AUC and RUSM, pending successful completion of one semester MERP programDesigned for student success in medical school:Strong basic science foundation Cultivate good study skillsBuild strong peer networks for medical schoolData has shown that undergraduate GPA and MCAT scores are not statistically significant predictors of medical school success, but MERP grades are a strong predictor 
 

   5,000+ALUMNI     10%OF BANFIELD DVMS ARE RUSVM GRADUATES     66%APPLICANTS VIA VMCAS  AVMA accreditation fully-renewed through 2026Largest AVMA accredited school and alumni base of any veterinary schoolVet Prep Program, in a similar fashion to MERP, captures additional student demand and increases likelihood of DVM success post-completionBrand recognition growth and inclusion in VMCAS is resulting in increasing application volumes, especially for September enrollmentPhD and MSc programs are expanding 
 

   Train & Develop    Educate    Recruit & Select  Continue strategic program development in the core, including new campus development and unmet areas of demandPipeline of online graduate programs in developmentEvaluating additional joint degree programs with other institutions in M/H verticalAbility to expand within the college of health professions  Select entry options that:Leverage alumni and provide growth opportunities relevant to core institutionsExercise discipline in execution through strong feedback loop with employee partners  Leverage institutional content and accreditation for new offeringsPartner to leverage existing relationships for joint sales and provision of alumni upskilling needs    Medical & Healthcare Summary 
 

 

 Financial Services  Mehul PatelGroup President, Professional Education 
 

 46        Becker focuses on the Accounting and Financial Services vertical, including Accounting CPA and Accounting CPE. Becker is a market leader in CPA exam review, with a global presence in more than 50 countries   ACAMS is the largest international membership organization dedicated to financial crime prevention, offering membership, certification, conferences, and training globally with offices in Miami, London and Hong Kong  EduPristine is an India-based training provider for international certifications in Finance (CFA and FRM), Accounting (CPA, ACCA, and CMA), Analytics, and Digital Marketing and is a distribution channel for Becker products  At a Glance  Vertical Investment Highlights  Industry-leading brands with strong value propositionsCompliance/regulatory and certification-driven offerings with intrinsic demandEfficient business models that are scalable, asset-light, and technology-enabledRecurring revenue opportunities through continuing education, memberships/subscriptionsStrong cross-sale opportunitiesStrong B2B and workforce solutions orientationGlobal platform with capacity to replicate business model in other areas of the GRC space  OnCourse Learning is a leading provider of digital, regulatory-oriented courses and webinars to the financial services industry including banks, credit unions, and mortgage loanoriginators ***  ***Pending closing of acquisition of OnCourse Learning’s Financial Service’s Division. 
 

 Strengthen our core CPA value propositionEnhance experience to better align with student expectations (e.g., CPA SkillMaster videos; unlimited access bundle)Product and technology upgradesIntroducing adaptive learning experience and updated web, e-commerce, and CRM capabilitiesExpand CPE and product offeringsLaunched 225 new courses in FY19 (+60%) – grew top 100 firm CPE customers by 25%Leverage B2B strength to deepen and expand corporate relationshipsNew clients in manufacturing, pharma, technology, retail, etc.Community buildingCPA study groups; alumni effortMarketing effectivenessRefreshing Becker brand as a leader in Accounting  Becker: Formula for Success    1M+  Candidateshave prepared for the CPA Exam with Becker  Becker founded  1959  +90%  Since 2005, over 90%of the Watt Sells Award winners have used Beckerto prepare for the CPA exam  in 
 

 ACAMS: Fueling Growth Globally   Regional sales offices  Head offices  A COMMUNITY OF72,000 MEMBERSAND65 CHAPTERSACROSS175 COUNTRIESSERVED BY 15 OFFICES GLOBALLYAND CERTIFICATION AVAILABLE IN 11 LANGUAGES 
 

 Continued international expansion~70% of addressable AML market opportunity is outside of U.S.Asia Pac, Europe, and LatAm are fastest growing regions within ACAMS Grow membership and conferencesEnhancing value proposition for recurring membership revenue modelOpportunistically launching new conference offerings based on demand and geographic concentrationIntroduce new products/offeringsLaunching first new exam-based certification in 16 years: CGSS (Certified Global Sanctions Specialist)Short-courses, videos, webinarsContinued localization effortsPlatform extensionsInfrastructure and technology enhancements  ACAMS: Fueling Growth Globally 
 

 Build a high-performance organizationDiverse leadership team with global experience and relevant company/industry backgroundsOptimize operating efficiency and effectivenessContinued technology enhancements that help accelerate growth, improve delivery, and enhance experienceDrive marketing and sales effectivenessDiversify and grow our revenue baseLeveraging partnerships to expand offerings and category relevanceInorganic growth that broadens/deepens portfolio, enhances our value proposition, and provides synergistic growth opportunities  Representative Partners and Technology Enablers to Accelerate Vertical Priorities   
 

   Train & Develop    Educate    Prepare & Certify  Consider markets where there is supply/demand imbalance and also where the reputation and awareness of FS brands provides potential for partnershipsConsider degree alternative opportunities – particularly in international markets    Financial Services Summary  Aggressively grow our core business Strengthen value propositions of current offerings to solidify market leadershipDrive expansion further into GRC category and extend offerings to current customer basesExplore new membership/certification model using the ACAMS framework  Grow continuing and professional education offerings based on timely/relevant topics Build partnerships with brands that will help address demand for upskilling/retraining due to technology/innovation related market disruptions 
 

 

 Business & Law  Thiago SayãoGroup President, Business & Law 
 

       Wyden institutionsProfessional EducationLearning CentersIbmec Institutions  Business & Law  Reach: 110,000 students are spread across 14 institutions, 20 campus locations and 187 learning centersAcademic strength: B&L institutions have top academic standards and attractive national rankingsStrong brands: Ibmec and Damásio are flagship brands in Brazil’s education marketPlatform: country knowledge, integrated operating model and professional learning centers offer platform to scale in countryRelationships: strong external partnerships (e.g., Singularity University and B3 – Brazilian Stock Market Education Department)Market position: B&L has an established market position in Brazilian education market  At a Glance  Vertical Investment Highlights  Brazil will continue to rely on the private sector to close its enrollments gapRecent distance learning deregulation provides a significant opportunity for expansion    Professional Education brands 
 

 B&L institutions offer undergraduate, graduate, test prep, and professional education programs across a wide span of fields (including Business, Engineering, and Law) and throughout all three market tiers with several brands serving the top less price sensitive tiers  Competitive Differentiators Allow Us to Compete in a Changing Macroeconomic Environment  Diversified Portfolio  The local institutions’ strength added to the capabilities provided by approximately 200 learning centers makes B/L a vertical that operates efficiently in all market channels  Omnichannel Distribution  The high-quality standards provided by B&L institutions guaranteed its resilience during Brazil’s last years of crisis and avoided significant drops in the operating margin  Operational Consistency  Integrated systems across the portfolio allow for operational efficiencies  Integrated Businesses  The development of agile models and innovation by test and learn allows the vertical operations to find new opportunities and accelerate expansion  Thirst for Innovation 
 

       Capital Growth Opportunities/Market Dynamics   Significant Demand for Prepand Certification Program Medical residency segment has only 3 relevant players and 50k students/doctors able to take the exams annuallyBar exams receive 360k applications annually. This presents an opportunity to cross-sell and upsell test prep programs for Law students within B&L vertical  Distance Learning’sGrowing MarketThe recent deregulation in the sector has decreased the barriers of entry in the lower market tiersBy 2023, total enrollments share in the online modality is expected to reach 50%  Unmet Demand for Formal, Degree-Granting Programs Private sector accounts for 75% of total enrollmentsThe country still has an expansive enrollment gap, with 22 million potential studentsCompete in a highly concentrated marketIbmec meets the need for a top-notch business school in the São Paulo market 
 

 Business & Law Summary  Increase enrollments by using innovative admission processesKeep strong NPS and persistence levelsIncrease B2B sales and build partnerships to deliver new courses and programsContinue to grow dual degree/exchange partnership programs (e.g., Sorbonne University, London School of Economics)  Expand market share by differentiating product offeringLaunch R1 program to compete for the highest share of the market (first residencies)Expand SJT scope to develop a general medical training organization  Continue to improve conversion rate and grow market shareIncrease brand awareness in the online marketImprove student persistence by enhancing student satisfaction and experience  Ibmec São Paulo  SJT  WydenOnline 
 

 

 Academic Panel  Mehul PatelGroup President, Financial Services  Dr. William OwenDean and Chancellor of Ross University School of Medicine (RUSM)  Dr. Karen CoxPresident, Chamberlain University  Maira HabimoradSr. Academic and Innovation Director 
 

 

 Financial Overview  Patrick UnzickerChief Financial Officer 
 

 Strong free cash flow generation and solid financial position supports workforce solution strategy and shareholder returnStrategy enhances Adtalem’s inherent operating leverageHighly profitable incremental enrollment in fixed-cost, campus-based model Strong and consistent margins from greater percentage of online delivery and hybrid deliveryDigital/software as a service model for Financial ServicesOptimized cost structureWorkforce Solutions Provider positioning creates:Longer-term relationships with customers and employers; greater “share of wallet”Increased revenue visibility and sustainability (e.g., multi-year contracts, recurring revenue streams)Continued diversification of payer funding sources   Adtalem Is Well-Positioned to Drive Shareholder Value as a Workforce Solutions Provider 
 

 Financially Diversified  FY19E Revenue Mix  FY18 Funding Sources  Financial Overview1, 2  1 Excludes special charges and discontinued operations.2 FY19 estimate is based on midpoint of outlook range provided in 3QFY19 results release.  By Operating Segment  By Institution    % Margin    17.3%    17.6%    16.6%  ($ Millions)  1% 
 

 Segment Outlook: Medical & Healthcare  Leverage and expand B2B relationships across the segment to support new workforce solutions provider positioningContinued supply/demand imbalances expected to drive ongoing segment revenue growth; our right to win market share supported by rising Academic outcomes (improved NCLEX pass rates, first time residency placement rates)Extend customer relationships beyond graduation: cultivate alumni relationships to support new student recruiting and lifelong learningSegment operating margins to increase, driven by continuation of new campus openings (4-5 over the planning horizon) and new online program launches at Chamberlain, including MSW and Accelerated MSN    FY15  FY19E  ’15-’19ECAGR  ’19E-’23ECAGR  Revenue  $701M  $852M  5.0%  4-6%  Operating Margin  22.2%  21.6%  –  Increasing  EBITDA  $187M  $214M  3.5%  6-8%  CapEx  $54M  $48M  –  Decreasing  Financial Summary  Highlights 
 

   FY15  FY19E  ’15-’19ECAGR  ’19E-’23ECAGR  Revenue  $100M  $163M  13.1%  10-12%  Operating Margin  24.1%  19.3%  –  Increasing  EBITDA  $29M  $38M  7.4%  21-23%  CapEx  $1M  $2M  –  Stable  Segment Outlook: Financial Services  ACAMS growth will be driven by increased penetration in the U.S. and international expansion ACAMS Certified Global Sanctions Specialist (CGSS) product launching in calendar 2020Re-established market leadership of Becker CPA Test Prep with revised product value proposition, features and pricing, which has resulted in regained market shareContinued growth expected in Becker CPE driven by an expanded course catalog and an improved delivery platform Projections do not include acquisition of OnCourse Learning Financial Services  Financial Summary  Highlights 
 

   FY15  FY19E  ’15-’19ECAGR  ’19E-’23ECAGR  Revenue  $159M  $226M  9.2%  3-5%  Operating Margin  9.3%  10.2%  –  Increasing  EBITDA  $23M  $34M  10.3%  7-9%  CapEx  $13M  $10M  –  Decreasing  Segment Outlook: Business & Law  Weakness on foreign currency exchange and slower than anticipated economic recovery continue to drive near-term headwinds. FY20 revenue is projected to be flatPricing pressure, partially offset by modality shift to lower cost, online programsIbmec new student enrollment driven by continued market demand and new partnerships with high-profile companies and organizations, as well as with high-quality international institutionsWydenOnline offering well received by marketplace, resulting in significant enrollment growth; challenge is pricing structure Segment cash flow generation continues to increase as ATB operations achieve scaleRemain cautiously optimistic about potential additional revenue growth but need to plan for macroeconomic issues taking time to resolve  Financial Summary  Highlights 
 

 Long Term Outlook  Key Metrics  FY20E vs FY19E  FY19-23E  Revenue  3-5%  4-6% CAGR  EBITDA  3-5%  9-11% CAGR  Tax Rates  17-18%  18-22%  CapEx/Revenue  3-4%  3-4%  ROIC  9-10%  11-13%  EPS  7-8%  12-14% CAGR 
 

 Revenue and EBITDA Bridges  Adtalem Revenue Bridge1  Adtalem EBITDA Bridge1  1Excludes special charges and discontinued operations.  ($ Millions)  85-105  50-60  1,580-1,650  380-440  ($ Millions) 
 

 In the Planning Horizon We Expect to Generate $1.5B in Cash Flow from Operations      $1.5B  $1.5B  CapEx invested in growth areas (Chamberlain, Med schools, and ATB)Deployed approximately $607M in Brazil and professional education acquisitionsRepurchased $244M of sharesReturned $80M through dividends  CapEx investment moderates and focuses on Medical & HealthcareExpect to spend $640M on share repurchasesEst. $480M available for:AcquisitionsContinued investment in the coreOpportunistic share repurchases  From FY14-18:  From FY19-23: 
 

 

 Closing  Lisa WardellPresident and Chief Executive Officer 
 

             Strong cash flow generation and solid financial position with focus on shareholder returns  Experienced, global management team  Mission-based organization focused on serving student and employer partners  Streamlined and focused business/ enhanced long-term strategy  Compelling Investment Thesis  Substantial organic revenue growth and margin expansion opportunities  Leading positions with competitive differentiated products in attractive, growing markets 
 

 Q&A 
 

 Appendix 
 

   The following table reconciles Adtalem Global Education’s (“Adtalem”) operating income as reported under U.S. Generally Accepted Accounting Principles (“GAAP”) to the non-GAAP measure of Earnings before Interest, Taxes, Depreciation and Amortization (“EBITDA”). Earnings are defined as Operating Income from Continuing Operations excluding Special Items. Management believes that this non-GAAP disclosure provides investors with useful supplemental information regarding the underlying business trends and performance of Adtalem’s ongoing operations and is useful for period-over-period comparisons of such operations given the nature of the special items. Adtalem uses this supplemental financial measure internally in its assessment of the performance of its portfolio of investments. This non-GAAP financial measure should be viewed in addition to, and not as a substitute for, Adtalem’s reported results prepared in accordance with GAAP.  Non-GAAP Financial Information      Medical & Healthcare    Financial Services    Business & Law    ATGE       FY15  FY19E  FY15  FY19E  FY15  FY19E  FY15  FY19E  Operating Income from Continuing Operations  $155M  $158M  $22M  $32M  $16M  $21M  $131M  $186M  Special Items Expense (Gain)¹  $2M  $26M  $2M  $0M  $0M  $2M  $6M  $32M  Operating Income from Continuing Operations excluding Special Items  $157M  $184M  $24M  $32M  $16M  $23M  $137M  $218M  Depreciation and Amortization  $25M  $30M  $3M  $7M  $7M  $11M  $42M  $50M  EBITDA  $182M  $214M  $27M  $39M  $23M  $34M  $179M  $268M  Appendix  ¹Includes restructuring expense in Medical & Healthcare, Financial Services and Home Office in fiscal year 2015, and in Medical & Healthcare and Home Office in fiscal year 2019E, and insurance settlement gain in Medical & Healthcare in fiscal year 2019E.  
 

 Investor DayMay 13, 2019 
 
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