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    2U Reports Strong Results for Fourth Quarter and Full-Year 2022

    2/2/23 4:01:00 PM ET
    $TWOU
    Computer Software: Prepackaged Software
    Technology
    Get the next $TWOU alert in real time by email

    LANHAM, Md., Feb. 2, 2023 /PRNewswire/ -- 2U, Inc. (NASDAQ:TWOU), a leading online education platform company, today reported financial and operating results for the quarter and full-year ended December 31, 2022.

    Results for Fourth Quarter 2022 compared to Fourth Quarter 2021

    • Revenue decreased 3% to $236.0 million
    • Degree Program Segment revenue decreased 10% to $137.1 million
    • Alternative Credential Segment revenue increased 8% to $98.9 million
    • Net loss decreased 82% to $11.8 million, or $0.15 per share

    Non-GAAP Results for Fourth Quarter 2022 compared to Fourth Quarter 2021

    • Adjusted EBITDA increased 178% to $58.4 million; a margin of 25%
    • Adjusted net income increased 225% to $18.5 million, or $0.23 per share

    Results for Full-Year 2022 compared to Full-Year 2021

    • Revenue increased 2% to $963.1 million
    • Degree Program Segment revenue decreased 3% to $571.6 million
    • Alternative Credential Segment revenue increased 11% to $391.5 million
    • Net loss increased 65% to $322.2 million, or $4.17 per share, and includes non-cash impairment charges of $138.3 million

    Non-GAAP Results for Full-Year 2022 compared to Full-Year 2021

    • Adjusted EBITDA increased 88% to $125.1 million; a margin of 13%
    • Adjusted net loss decreased 77% to $11.0 million, or $0.14 per share

    Recent Developments

    In January of 2023, the company significantly strengthened its credit profile by extending near-term maturities, and reducing secured debt by $187 million.  Additional information about these transactions can be found in the current report on Form 8-K filed by the company on January 9, 2023 and related filings with the Securities and Exchange Commission.

    On Tuesday, March 21, 2023, the company will host an Investor Day at the Nasdaq MarketSite in New York City. The 2U leadership team will discuss the platform strategy and plans to create shareholder value. To pre-register, please click here.

    Executive Commentary

    "Platforms are the future of education and we are becoming increasingly confident in our platform strategy," said 2U Co-Founder and CEO Christopher "Chip" Paucek. "We're attracting new partners and content, driving revenue growth from enterprise clients, radically improving our marketing efficiency, and delivering significant EBITDA growth. We now expect our Alternative Credential Segment to contribute to our profitability for the first time in 2023, while continuing to deliver life-changing outcomes for students."

    Paul Lalljie, 2U's Chief Financial Officer, added, "Our full year results demonstrate early returns from realigning our organization and cost structure to support our strategy while generating higher profit margins and cash flows.  We delivered $125.1 million of adjusted EBITDA, an increase of 88% when compared with the prior year, and positive unlevered free cash flow.  Looking to 2023, we expect macroeconomic challenges to continue as we execute our plans to deliver modest revenue growth, adjusted EBITDA growth of approximately 26% and positive free cash flow."

    Discussion of 2022 Results

    Revenue for the fourth quarter totaled $236.0 million, a 3% decrease from $243.6 million in the fourth quarter of 2021. Revenue from the Degree Program Segment decreased $15.3 million, or 10%, due to a decrease in full course equivalent (FCE) enrollments of 9% and a 1% decrease in average revenue per FCE enrollment. Revenue from the Alternative Credential Segment increased $7.7 million, or 8%, primarily due to an increase in FCE enrollments of 15%, partially offset by an 11% decrease in average revenue per FCE enrollment.

    Revenue for the year totaled $963.1 million, a 2% increase from $945.7 million in 2021. Total revenue includes $39.2 million from legacy edX offerings. Revenue from the Degree Program Segment decreased $20.7 million, or 3%, due to a 2% decrease in average revenue per FCE enrollment and a decrease in FCE enrollments of 2%. Revenue from the Alternative Credential Segment increased $38.1 million, or 11%, primarily due to legacy edX offerings and an increase in FCE enrollments of 9%, partially offset by a 5% decrease in average revenue per FCE enrollment.

    Costs and expenses for the fourth quarter totaled $230.6 million, a 21% decrease from $293.3 million in the fourth quarter of 2021. This decrease was primarily driven by a $26.3 million decrease in paid marketing costs in connection with the platform strategy, a $24.2 million decrease in personnel and personnel-related expenses primarily relating to the strategic realignment plan and lower performance-based compensation, and a $14.1 million decrease in transaction and integration expense.

    Costs and expenses for the year totaled $1.2 billion, a 10% increase from $1.1 billion in 2021. This increase includes $138.3 million of non-cash impairment charges in our Alternative Credential Segment. During the first and third quarters, the company determined that the decline in its market capitalization triggered an interim goodwill impairment review, which led to non-cash write downs of certain goodwill assets and indefinite-lived intangible assets. Of note, costs and expenses for the year include $69.7 million of operating expense related to edX, which was acquired in the fourth quarter of 2021, and a $24.7 million increase in restructuring costs. These increases were partially offset by a $46.5 million decrease in paid marketing costs in connection with the platform strategy, a $50.8 million decrease in personnel and personnel-related expenses primarily relating to the strategic realignment plan and lower performance-based compensation, and a $13.3 million decrease in transaction and integration expense. 

    As of December 31, 2022, the company's cash, cash equivalents, and restricted cash totaled $182.6 million, a decrease of $67.3 million from $249.9 million as of December 31, 2021. Cash provided by operations was $10.9 million, cash used in investing activities was $69.4 million and cash used in financing activities was $6.9 million. Unlevered free cash flow was $11.5 million for the twelve months ended December 31, 2022 and compares with unlevered free cash use of $1.3 million for the twelve months ended September 30, 2022.

    Business Outlook for Fiscal Year 2023

              The company provided guidance for the full-year 2023 for the following metrics: 

    • Revenue to range from $985 million to $995 million, representing growth of 3% at the midpoint
    • Net loss to range from $95 million to $90 million
    • Adjusted EBITDA to range from $155 million to $160 million, representing growth of 26% at the midpoint

    New Offerings, Partnerships and Highlights

    • Reached an agreement for edX to offer portions of the Emeritus' catalog of higher education programs to millions of edX learners in regions outside the U.S. and Europe, beginning with India
    • Celebrated a milestone achievement - over 50,000 learners have graduated from our university partners' online degree programs since the first degree program was launched together in 2009
    • Announced new degree programs including
      • a disruptively priced Master's of Science in Artificial Intelligence with The University of Texas at Austin, under the new, flexible model
      • a Doctorate of Education in Organizational Leadership, with The University of North Carolina at Chapel Hill, 2U's sixth online degree with the University
      • a Master's of Science in Occupational Therapy and a Doctorate of Physical Therapy through a new partnership with Russell Sage College
    • Agreed to a new Master's of Science in Management with the University of California, Davis under the new, flexible model
    • Announced new MicroMasters® programs in Social Work from Baylor University, and in Business: Data, Insights, and Analytics from the University of Wisconsin–Madison
    • Expanded our relationship with Amazon Web Services (AWS) to offer a Professional Certificate in Cloud Solutions Architecture, a first for AWS on the edX platform
    • Announced a new Professional Certificate in Search Engine Optimization from the University of California, Davis
    • Launched over 150 new edX courses from 57 unique institutions during the fourth quarter. Welcomed new edX members, including the American Psychological Association, Baylor University, Intuit, the International Council of E-Commerce Consultants, Lehigh University, Pepperdine University, Russell Sage College, the University of California, Davis, and Wesleyan University

    Non-GAAP Measures

    To provide investors and others with additional information regarding 2U's results, the company has disclosed the following non-GAAP financial measures: adjusted EBITDA (loss), adjusted EBITDA margin, unlevered free cash flow, adjusted net income (loss), and adjusted net income (loss) per share. The company has provided a reconciliation of each non-GAAP financial measure used in this earnings release to the most directly comparable GAAP financial measure. The company defines adjusted EBITDA (loss) as net income or net loss, as applicable, before net interest income (expense), other income (expense), net, taxes, depreciation and amortization expense, transaction costs, integration costs, restructuring-related costs, stockholder activism costs, certain litigation-related costs, consisting of fees for certain non-ordinary course litigation and other proceedings, impairment charges, losses on debt extinguishment, and stock-based compensation expense. The company defines adjusted EBITDA margin as adjusted EBITDA divided by revenue. The company defines unlevered free cash flow as net cash provided by (used in) operating activities, less capital expenditures, payments to university clients, certain non-ordinary cash payments, and cash interest payments on debt. The company defines adjusted net income (loss) as net income or net loss, as applicable, before other income (expense), net, acquisition-related gains or losses, deferred revenue fair value adjustments, transaction costs, integration costs, restructuring-related costs, stockholder activism costs, certain litigation-related costs, consisting of fees for certain non-ordinary course litigation and other proceedings, impairment charges, losses on debt extinguishment, and stock-based compensation expense. Adjusted net income (loss) per share is calculated as adjusted net income (loss) divided by diluted weighted-average shares of common stock outstanding for periods that result in adjusted net income, and basic weighted-average shares outstanding for periods that result in an adjusted net loss. Some of the adjustments described in the definitions of adjusted EBITDA (loss), unlevered free cash flow, and adjusted net income (loss) may not be applicable in any given reporting period and they may vary from period to period.

    The company's management uses these non-GAAP financial measures to understand and compare operating results across accounting periods, to understand cash that is generated by or available for operational expenses and investment in the business after capital expenditures, for internal budgeting and forecasting purposes, for short- and long-term operating plans, and to evaluate the company's financial performance. Management believes these non-GAAP financial measures reflect the company's ongoing business in a manner that allows for meaningful period-to-period comparisons and analysis of trends in the company's business as they exclude expenses that are not reflective of ongoing operating results. Management also believes that these non-GAAP financial measures provide useful information to investors and others in understanding and evaluating the company's operating results and prospects in the same manner as management and in comparing financial results across accounting periods and to those of peer companies.

    The use of adjusted EBITDA (loss), unlevered free cash flow, adjusted net income (loss), and adjusted net income (loss) per share measures has certain limitations, as they do not reflect all items of income and expense that affect the company's operations. The company compensates for these limitations by reconciling the non-GAAP financial measures to the most directly comparable GAAP financial measures. These non-GAAP financial measures should be considered in addition to, not as a substitute for or in isolation from, measures prepared in accordance with GAAP. Further, these non-GAAP measures may differ from the non-GAAP information used by other companies, including peer companies, and therefore comparability may be limited. Management encourages investors and others to review the company's financial information in its entirety and not rely on a single financial measure.

    Conference Call Information

    What:



    2U's fourth quarter and full-year 2022 financial results conference call

    When:



    Thursday, February 2, 2023

    Time:



    4:30 p.m. ET

    Live Call:



    (888) 330-2446

    Conference ID #:



    1153388

    Webcast:



    investor.2U.com

    About 2U, Inc. (NASDAQ:TWOU)

    As the parent company of edX, a leading global online learning platform, 2U provides 48 million learners with access to world-class education in partnership with more than 230 colleges, universities, and corporations. Our people and technology are powering more than 4,000 digital education offerings — from free courses to full degrees — and helping unlock human potential. To learn more: visit 2U.com.

    Cautionary Language Concerning Forward-Looking Statements

    This press release contains forward-looking statements regarding 2U, Inc.'s future business expectations, which are subject to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. All statements other than statements of historical facts contained in this press release, including statements regarding future results of operations and financial position of 2U, including financial targets, business strategy, and plans and objectives for future operations, are forward-looking statements. 2U has based these forward-looking statements largely on its estimates of its financial results and its current expectations and projections about future events and financial trends that it believes may affect its financial condition, results of operations, business strategy, short-term and long-term business operations and objectives, and financial needs as of the date of this press release. The company undertakes no obligation to update these statements as a result of new information or future events. These forward-looking statements are subject to a number of risks, uncertainties and assumptions that could cause actual results to differ materially from the results predicted, including, but not limited to:

    • trends in the higher education market and the market for online education, and expectations for growth in those markets;
    • the company's ability to maintain minimum recurring revenues at required periods during the fiscal quarters through the maturity date of the term loan;
    • the acceptance, adoption and growth of online learning by colleges and universities, faculty, students, employers, accreditors and state and federal licensing bodies;
    • the impact of competition on the company's industry and innovations by competitors;
    • the company's ability to comply with evolving regulations and legal obligations related to data privacy, data protection and information security;
    • the company's expectations about the potential benefits of its cloud-based software-as-a-service technology and technology-enabled services to university clients and students;
    • the company's dependence on third parties to provide certain technological services or components used in its platform;
    • the company's expectations about the predictability, visibility and recurring nature of its business model;
    • the company's ability to meet the anticipated launch dates of its degree programs, executive education offerings and boot camps;
    • the company's ability to acquire new university clients and expand its degree programs, executive education offerings and boot camps with existing university clients;
    • the company's ability to successfully integrate the operations of its acquisitions, including the edX acquisition, to achieve the expected benefits of its acquisitions and manage, expand and grow the combined company;
    • the company's ability to refinance its indebtedness on attractive terms, if at all, to better align with its focus on profitability;
    • the company's ability to service our substantial indebtedness and comply with the covenants and conversion obligations contained in the indentures governing our 2.25% convertible senior notes due 2025 and 4.50% convertible senior notes due 2030 and the credit agreement governing our revolving credit facility;
    • the company's ability to generate sufficient future operating cash flows from recent acquisitions to ensure related goodwill is not impaired;
    • the company's ability to execute its growth strategy in the international, undergraduate and non-degree alternative markets;
    • the company's ability to continue to recruit prospective students for its offerings;
    • the company's ability to maintain or increase student retention rates in its degree programs;
    • the company's ability to attract, hire and retain qualified employees;
    • the company's expectations about the scalability of its cloud-based platform;
    • potential changes in regulations applicable to the company or its university clients;
    • the company's expectations regarding the amount of time its cash balances and other available financial resources will be sufficient to fund its operations;
    • the impact and cost of stockholder activism;
    • the impact of the significant decline in the market price of our common stock, including the impairment of goodwill and indefinite-lived assets;
    • the timing, structure and expected impact of our strategic realignment plan and the estimated savings and amounts expected to be incurred in connection therewith;
    • the impact of any natural disasters or public health emergencies, such as the coronavirus disease 2019 pandemic;
    • the company's expectations regarding the effect of the capped call transactions and regarding actions of the option counterparties and/or their respective affiliates; and
    • other factors beyond the company's control.

    These and other potential risks and uncertainties that could cause actual results to differ from the results predicted are more fully detailed under the heading "Risk Factors" in our Annual Report on Form 10-K for the year ended December 31, 2021, and other SEC filings. Moreover, 2U operates in a very competitive and rapidly changing environment. New risks emerge from time to time. It is not possible for 2U management to predict all risks, nor can 2U assess the impact of all factors on its business or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any forward-looking statements 2U may make. In light of these risks, uncertainties and assumptions, the forward-looking events and circumstances discussed in this press release may not occur and actual results could differ materially and adversely from those anticipated.

    Investor Relations Contact: [email protected]

    Media Contact: [email protected]

     

    2U, Inc.

    Consolidated Balance Sheets

    (in thousands, except share and per share amounts)





    December 31,

    2022



    December 31,

    2021



    (unaudited)





    Assets







    Current assets







    Cash and cash equivalents

    $         167,518



    $         232,932

    Restricted cash

    15,060



    16,977

    Accounts receivable, net

    62,826



    67,287

    Other receivables, net

    33,813



    29,439

    Prepaid expenses and other assets

    43,090



    47,217

    Total current assets

    322,307



    393,852

    Other receivables, net, non-current

    14,788



    21,568

    Property and equipment, net

    45,855



    48,650

    Right-of-use assets

    72,361



    76,841

    Goodwill

    734,620



    834,539

    Intangible assets, net

    549,755



    665,523

    Other assets, non-current

    71,173



    68,033

    Total assets

    $      1,810,859



    $      2,109,006

    Liabilities and stockholders' equity







    Current liabilities







    Accounts payable and accrued expenses

    $         110,020



    $         164,723

    Deferred revenue

    90,161



    91,926

    Lease liability

    13,909



    13,985

    Accrued restructuring liability

    6,692



    1,735

    Other current liabilities

    58,210



    61,138

    Total current liabilities

    278,992



    333,507

    Long-term debt

    928,564



    845,316

    Deferred tax liabilities, net

    282



    1,726

    Lease liability, non-current

    99,709



    98,666

    Other liabilities, non-current

    1,796



    636

    Total liabilities

    1,309,343



    1,279,851

    Stockholders' equity







    Preferred stock, $0.001 par value, 5,000,000 shares authorized, none issued

    —



    —

    Common stock, $0.001 par value, 200,000,000 shares authorized, 78,334,666 shares issued

         and outstanding as of December 31, 2022; 75,754,663 shares issued and outstanding as

         of December 31, 2021

    78



    76

    Additional paid-in capital

    1,700,855



    1,735,628

    Accumulated deficit

    (1,179,972)



    (890,638)

    Accumulated other comprehensive loss

    (19,445)



    (15,911)

    Total stockholders' equity

    501,516



    829,155

    Total liabilities and stockholders' equity

    $      1,810,859



    $      2,109,006

     

    2U, Inc.

    Consolidated Statements of Operations and Comprehensive Loss

    (in thousands, except share and per share amounts)





    Three Months Ended

    December 31,



    Year Ended

    December 31,



    2022



    2021



    2022



    2021



    (unaudited)



    (unaudited)





    Revenue

    $         236,049



    $         243,624



    $         963,080



    $         945,682

    Costs and expenses















    Curriculum and teaching

    32,953



    32,012



    129,886



    130,817

    Servicing and support

    35,002



    36,601



    147,797



    138,548

    Technology and content development

    49,823



    50,522



    190,472



    179,061

    Marketing and sales

    80,504



    109,915



    422,147



    456,096

    General and administrative

    28,272



    62,926



    159,418



    200,054

    Restructuring charges

    4,067



    1,330



    33,239



    8,544

    Impairment charges

    —



    —



    138,291



    —

    Total costs and expenses

    230,621



    293,306



    1,221,250



    1,113,120

    Income (loss) from operations

    5,428



    (49,682)



    (258,170)



    (167,438)

    Interest income

    398



    287



    1,165



    1,475

    Interest expense

    (18,525)



    (18,208)



    (62,234)



    (51,222)

    Loss on debt extinguishment

    —



    —



    —



    (1,101)

    Other income (expense), net

    427



    (406)



    (3,815)



    22,324

    Loss before income taxes

    (12,272)



    (68,009)



    (323,054)



    (195,962)

    Income tax benefit

    429



    748



    903



    1,196

    Net loss

    $          (11,843)



    $          (67,261)



    $       (322,151)



    $       (194,766)

    Net loss per share, basic and diluted

    $              (0.15)



    $              (0.89)



    $              (4.17)



    $              (2.61)

    Weighted-average shares of common stock outstanding,

         basic and diluted

    78,261,601



    75,509,253



    77,327,850



    74,580,115

    Other comprehensive income (loss)















    Foreign currency translation adjustments, net of tax of $0

         for all periods presented

    2,448



    (4,031)



    (3,534)



    (6,127)

    Comprehensive loss

    $            (9,395)



    $          (71,292)



    $       (325,685)



    $       (200,893)

     

    2U, Inc.

    Consolidated Statements of Cash Flows

    (in thousands)





    Year Ended

    December 31,



    2022



    2021



    2020



    (unaudited)









    Cash flows from operating activities











    Net loss

    $          (322,151)



    $          (194,766)



    (216,484)

    Adjustments to reconcile net loss to net cash provided by (used in) operating activities:











    Non-cash interest expense

    19,835



    25,403



    16,267

    Depreciation and amortization expense

    128,153



    108,448



    96,469

    Stock-based compensation expense

    80,220



    97,766



    82,042

    Non-cash lease expense

    21,020



    18,933



    15,153

    Restructuring

    9,555



    5,014



    283

    Provision for credit losses

    8,610



    8,036



    4,642

    Loss on debt extinguishment

    —



    1,101



    11,671

    Gain on sale of investment

    —



    (27,762)



    —

    Impairment charges

    138,291



    —



    —

    Other

    5,443



    2,515



    1,443

    Changes in operating assets and liabilities, net of assets and liabilities acquired:











    Accounts receivable, net

    (3,041)



    (31,756)



    (17,877)

    Other receivables, net

    (517)



    (27,001)



    (21,148)

    Prepaid expenses and other assets

    4,833



    (7,636)



    (5,513)

    Accounts payable and accrued expenses

    (42,735)



    21,212



    41,959

    Deferred revenue

    5,326



    9,388



    26,061

    Other liabilities, net

    (41,915)



    (26,969)



    (5,364)

    Net cash provided by (used in) operating activities

    10,927



    (18,074)



    29,604

    Cash flows from investing activities











    Purchase of a business, net of cash acquired

    5,010



    (761,118)



    (949)

    Additions of amortizable intangible assets

    (62,445)



    (60,546)



    (62,784)

    Purchases of property and equipment

    (11,755)



    (9,788)



    (6,517)

    Purchase of investment

    —



    (1,000)



    —

    Proceeds from sale of investment

    —



    38,818



    —

    Advances made to university clients

    (310)



    —



    —

    Advances repaid by university clients

    200



    200



    925

    Other

    (50)



    —



    —

    Net cash used in investing activities

    (69,350)



    (793,434)



    (69,325)

    Cash flows from financing activities











    Proceeds from issuance of common stock, net of offering costs

    —



    —



    299,796

    Proceeds from debt

    696



    569,477



    371,681

    Payments on debt

    (7,181)



    (4,334)



    (837)

    Extinguishment of long-term facility

    —



    —



    (250,000)

    Purchases of capped calls in connection with issuance of convertible senior notes

    —



    —



    (50,540)

    Prepayment premium on extinguishment of senior secured term loan facility

    —



    —



    (2,528)

    Payment of debt issuance costs

    —



    (11,575)



    (3,419)

    Tax withholding payments associated with settlement of restricted stock units

    (2,850)



    (18,780)



    (4,784)

    Proceeds from exercise of stock options

    1,128



    6,489



    4,177

    Proceeds from employee stock purchase plan share purchases

    1,282



    3,583



    3,960

    Net cash (used in) provided by financing activities

    (6,925)



    544,860



    367,506

    Effect of exchange rate changes on cash

    (1,983)



    (2,309)



    1,212

    Net (decrease) increase in cash, cash equivalents and restricted cash

    (67,331)



    (268,957)



    328,997

    Cash, cash equivalents and restricted cash, beginning of period

    249,909



    518,866



    189,869

    Cash, cash equivalents and restricted cash, end of period

    $            182,578



    $            249,909



    $            518,866

     

    2U, Inc.

    Reconciliation of Non-GAAP Measures

    (unaudited)



    The following table presents a reconciliation of adjusted EBITDA to net loss for each of the periods indicated.





    Three Months Ended

    December 31,



    Year Ended

    December 31,



    2022



    2021



    2022



    2021



















    (in thousands, except share and per share amounts)

    Revenue

    $      236,049



    $      243,624



    $      963,080



    $      945,682

















    Net loss

    $      (11,843)



    $      (67,261)



    $    (322,151)



    $    (194,766)

    Stock-based compensation expense

    17,480



    23,021



    80,220



    97,766

    Other (income) expense, net

    (427)



    406



    3,815



    (22,324)

    Amortization of acquired intangible assets

    10,901



    12,455



    53,417



    43,863

    Income tax benefit on amortization of acquired intangible

         assets

    (1)



    (238)



    (1,202)



    (1,083)

    Impairment charges

    —



    —



    138,291



    —

    Loss on debt extinguishment

    —



    —



    —



    1,101

    Restructuring charges

    4,067



    1,330



    33,239



    8,544

    Other*

    (1,677)



    15,437



    3,348



    19,257

    Adjusted net income (loss)

    18,500



    (14,850)



    (11,023)



    (47,642)

    Net interest expense

    18,127



    17,921



    61,069



    49,747

    Income tax (benefit) expense

    (428)



    (510)



    299



    (113)

    Depreciation and amortization expense

    22,182



    18,416



    74,736



    64,585

    Adjusted EBITDA

    $        58,381



    $        20,977



    $      125,081



    $        66,577

















    Adjusted EBITDA margin

    25 %



    9 %



    13 %



    7 %

    Net loss per share, basic and diluted

    $          (0.15)



    $          (0.89)



    $          (4.17)



    $          (2.61)

    Adjusted net income (loss) per share, basic

    $            0.24



    $          (0.20)



    $          (0.14)



    $          (0.64)

    Adjusted net income (loss) per share, diluted

    $            0.23



    $          (0.20)



    $          (0.14)



    $          (0.64)

    Weighted-average shares of common stock outstanding,

         basic

    78,261,601



    75,509,253



    77,327,850



    74,580,115

    Weighted-average shares of common stock outstanding,

         diluted

    78,921,457



    75,509,253



    77,327,850



    74,580,115









    *



    Includes (i) transaction and integration expense of $0.2 million and $14.3 million for the three months ended December 31, 2022 and 2021, respectively, and $3.6 million and $16.9 million for the years ended December 31, 2022 and 2021, respectively, and (ii) stockholder activism and litigation-related (recoveries) expense of $(1.9) million and $1.2 million for the three months ended December 31, 2022 and 2021, respectively, and $(0.3) million and $2.4 million for the years ended December 31, 2022 and 2021, respectively.

     

    2U, Inc.

    Reconciliation of Non-GAAP Measures

    (unaudited)



    The following table presents a reconciliation of adjusted EBITDA (loss) to net loss by segment for each of the periods indicated.





    Degree Program Segment



    Alternative Credential Segment



    Consolidated



    Three Months Ended

    December 31,



    Three Months Ended

    December 31,



    Three Months Ended

    December 31,



    2022



    2021



    2022



    2021



    2022



    2021



























    (in thousands)

    Revenue

    $   137,109



    $   152,404



    $     98,940



    $     91,220



    $   236,049



    $   243,624

























    Net income (loss)

    $     15,093



    $    (25,614)



    $    (26,936)



    $    (41,647)



    $    (11,843)



    $    (67,261)

    Adjustments:























    Stock-based compensation

    expense

    9,754



    15,467



    7,726



    7,554



    17,480



    23,021

    Other (income) expense, net

    (806)



    (525)



    379



    931



    (427)



    406

    Net interest expense (income)

    18,197



    17,988



    (70)



    (67)



    18,127



    17,921

    Income tax expense (benefit)

    132



    404



    (561)



    (1,152)



    (429)



    (748)

    Depreciation and amortization

    expense

    16,506



    15,324



    16,577



    15,547



    33,083



    30,871

    Restructuring charges

    3,292



    1,049



    775



    281



    4,067



    1,330

    Other

    (1,705)



    15,262



    28



    175



    (1,677)



    15,437

    Total adjustments

    45,370



    64,969



    24,854



    23,269



    70,224



    88,238

    Total adjusted EBITDA (loss)

    $     60,463



    $     39,355



    $      (2,082)



    $    (18,378)



    $     58,381



    $     20,977

























    Adjusted EBITDA margin

    44 %



    26 %



    (2) %



    (20) %



    25 %



    9 %

     

    2U, Inc.

    Reconciliation of Non-GAAP Measures

    (unaudited)



    The following table presents a reconciliation of adjusted EBITDA (loss) to net loss by segment for each of the periods indicated.





    Degree Program Segment



    Alternative Credential Segment



    Consolidated



    Year Ended

    December 31,



    Year Ended

    December 31,



    Year Ended

    December 31,



    2022



    2021



    2022



    2021



    2022



    2021



























    (in thousands)

    Revenue

    $   571,608



    $   592,288



    $   391,472



    $   353,394



    $   963,080



    $   945,682

























    Net loss

    $    (10,797)



    $    (46,360)



    $ (311,354)



    $ (148,406)



    $ (322,151)



    $ (194,766)

    Adjustments:























    Stock-based compensation

    expense

    44,378



    66,033



    35,842



    31,733



    80,220



    97,766

    Other (income) expense, net

    882



    (28,079)



    2,933



    5,755



    3,815



    (22,324)

    Net interest expense (income)

    61,341



    49,917



    (272)



    (170)



    61,069



    49,747

    Income tax expense (benefit)

    5



    629



    (908)



    (1,825)



    (903)



    (1,196)

    Depreciation and amortization

    expense

    57,779



    56,420



    70,374



    52,028



    128,153



    108,448

    Impairment charges

    —



    —



    138,291



    —



    138,291



    —

    Loss on debt extinguishment

    —



    1,101



    —



    —



    —



    1,101

    Restructuring charges

    24,528



    7,736



    8,711



    808



    33,239



    8,544

    Other

    2,611



    18,744



    737



    513



    3,348



    19,257

    Total adjustments

    191,524



    172,501



    255,708



    88,842



    447,232



    261,343

    Total adjusted EBITDA (loss)

    $   180,727



    $   126,141



    $    (55,646)



    $    (59,564)



    $   125,081



    $     66,577

























    Adjusted EBITDA margin

    32 %



    21 %



    (14) %



    (17) %



    13 %



    7 %

     

    2U, Inc.

    Reconciliation of Non-GAAP Measures

    (unaudited)



    The following table presents a reconciliation of unlevered free cash flow to net cash (used in) provided by operating

    activities for each of the twelve-month periods indicated.







    December 31,

    2022



    September 30,

    2022



    June 30,

    2022



    March 31,

    2022



















    (in thousands)

    Net cash provided by (used in) operating activities

    $           10,927



    $          (16,378)



    $           12,765



    $          (25,766)

    Additions of amortizable intangible assets

    (62,445)



    (65,522)



    (65,533)



    (63,814)

    Purchases of property and equipment

    (11,755)



    (13,168)



    (12,555)



    (10,716)

    Payments to university clients

    6,775



    6,775



    7,025



    7,150

    Non-ordinary cash payments*

    24,157



    30,812



    25,229



    23,943

    Free cash flow

    (32,341)



    (57,481)



    (33,069)



    (69,203)

    Cash interest payments on debt

    43,826



    56,175



    44,532



    35,082

    Unlevered free cash flow

    $           11,485



    $            (1,306)



    $           11,463



    $          (34,121)









































    *



    Includes transaction, integration, restructuring-related, stockholder activism, and litigation-related expense.

     

    2U, Inc.

    Reconciliation of Non-GAAP Measures

    (unaudited)



    The following table presents a reconciliation of adjusted EBITDA guidance to net loss guidance, at the midpoint of the

    ranges provided by the company, for the period indicated.





    Year Ending

    December 31, 2023



    (in millions)

    Net loss

    $                 (92.5)

    Stock-based compensation expense

    70.0

    Amortization of acquired intangible assets

    30.0

    Loss on debt extinguishment

    15.0

    Adjusted net income

    22.5

    Net interest expense

    65.0

    Depreciation and amortization expense

    70.0

    Adjusted EBITDA

    $                157.5

     

    2U, Inc.

    Key Financial Performance Metrics

    (unaudited)



    Full Course Equivalent Enrollments



    Degree Program Segment*



    The following table presents FCE enrollments and average revenue per FCE enrollment in the company's Degree

    Program Segment for the last eight quarters.





    Q4 '22



    Q3 '22



    Q2 '22



    Q1 '22



    Q4 '21



    Q3 '21



    Q2 '21



    Q1 '21

    Degree Program Segment FCE

         enrollments

    53,631



    57,092



    60,303



    62,609



    58,967



    57,842



    60,429



    60,007

    Degree Program Segment average

         revenue per FCE enrollment

    $  2,557



    $  2,404



    $  2,373



    $  2,462



    $  2,585



    $  2,555



    $  2,420



    $  2,431

     

    Alternative Credential Segment**



    The following table presents FCE enrollments and average revenue per FCE enrollment in the company's Alternative

    Credential Segment for the last eight quarters.





    Q4 '22



    Q3 '22



    Q2 '22



    Q1 '22



    Q4 '21



    Q3 '21



    Q2 '21



    Q1 '21

    Alternative Credential Segment FCE

         enrollments

    24,236



    23,128



    23,443



    22,664



    21,153



    20,174



    23,679



    21,078

    Alternative Credential Segment average

         revenue per FCE enrollment

    $  3,840



    $  3,850



    $  3,891



    $  4,012



    $  4,312



    $  4,193



    $  3,843



    $  4,108









    *



    FCE enrollments and average revenue per FCE enrollment include enrollments in edX degree offerings and revenue from these offerings of $3.1 million and $12.0 million for the three months and year ended December 31, 2022, respectively.

    **



    FCE enrollments and average revenue per FCE enrollment exclude the impact of enrollments in edX offerings and the related revenue of $5.9 million and $27.2 million for the three months and year ended December 31, 2022, respectively.

     

    Cision View original content to download multimedia:https://www.prnewswire.com/news-releases/2u-reports-strong-results-for-fourth-quarter-and-full-year-2022-301737899.html

    SOURCE 2U, Inc.

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