NEW YORK, March 11, 2019 (GLOBE NEWSWIRE) -- Aspen Group, Inc. (Nasdaq: ASPU)( “AGI”), an education technology
holding company, today announced financial results for its 2019 fiscal third quarter ended January 31, 2019, highlighted by record
revenue of $8,494,627, an increase of 49% compared to the third quarter of fiscal year 2018.
Michael Mathews, Chairman & CEO of Aspen Group, commented, “Our two new business units, United States University, Inc. (“USU”)
and Aspen University’s Pre-Licensure BSN program, continue to grow rapidly as they accounted for 25% of the overall revenues of the
Company this quarter. This trend is expected to continue, and we now estimate these business units to grow to approximately 40% of
our overall revenues by the end of fiscal year 2020.”
Fiscal Q3 2019 Highlights:
- Revenue totaled $8,494,627 an increase of 49% as compared to the prior fiscal year third quarter;
- Gross Profit totaled $4,221,939 or a 50% margin, a 46% increase as compared to the prior fiscal year third quarter;
- Net Loss applicable to shareholders of ($2,355,940), as compared to Net Loss of ($2,147,945) in the prior fiscal year third
quarter; Diluted net loss per share was $(0.13), as compared to a loss of $(0.15) in the prior fiscal year third quarter;
- EBITDA, a non-GAAP financial measure, totaled a loss of $(1,726,399);
- Adjusted EBITDA, a non-GAAP financial measure, totaled a loss of $(1,105,209);
- Cash used in operations totaled $1,943,127, as compared to $2,099,213 last quarter, a sequential improvement of $156,086 or
7%.
In reviewing these comparisons, investors should note AGI acquired USU and all its operating expenses on December 1, 2017. For
the third quarter, revenues were $8,494,627, an increase of 49% as compared to the prior fiscal year third quarter. USU revenues
contributed approximately 21% of the quarterly revenues for the Company as compared to 19% in the previous quarter.
Fiscal 2019 Third Quarter Financial and Other Results:
AGI delivered 1,363 new student enrollments in the third quarter, as compared to 972 new student enrollments in the prior year,
an increase of 40% year-over-year. Aspen University accounted for 1,112 new student enrollments (includes 120 Doctoral
enrollments and 97 Pre-licensure BSN AZ campus enrollments), while USU accounted for 251 new student enrollments (primarily Family
Nurse Practitioner (“FNP”) enrollments).
AGI’s overall active student body (includes both Aspen University and USU) grew 28% year-over-year from 6,512 to 8,354. Aspen
University’s total active degree-seeking student body grew 22% year-over-year from 6,066 to 7,393. Aspen’s School of Nursing grew
30% year-over-year, from 4,401 to 5,718 active students, which includes 210 active students in the BSN Pre-Licensure program in
Phoenix, AZ.
Aspen University students paying tuition and fees through a monthly payment method grew by 25% year-over-year, from 4,194 to
5,259. Those 5,259 students paying through a monthly payment method represent 71% of Aspen University’s total active student body.
USU’s total active degree-seeking student body grew sequentially from 843 to 961 students or a sequential increase of 14%. USU
students paying tuition and fees through a monthly payment method grew from 514 to 602 students sequentially. Those 602 students
paying through a monthly payment method represent 63% of USU’s total active student body.
Revenues increased to $8,494,627, an increase of 49% as compared to the prior fiscal year third quarter. USU accounted for
approximately 21% and Aspen University’s Pre-Licensure BSN program accounted for approximately 5% of overall Company revenues.
Gross profit increased to $4,221,939 or 50% gross margin. Aspen University gross profit represented 54% of Aspen University
revenues for the third quarter, while USU gross profit equaled 45% of USU revenues during the third quarter. Aspen University
instructional costs and services represented 18% of Aspen University revenues for the 2019 third quarter, while USU instructional
costs and services equaled 30% of USU revenues during the 2019 third quarter. Aspen University marketing and promotional costs
represented 25% of Aspen University revenues for the 2019 third quarter, while USU marketing and promotional costs equaled 25% of
USU revenues during the 2019 third quarter.
Net loss applicable to shareholders was ($2,355,940) or diluted net loss per share of ($0.13). Aspen University generated $0.4
million of net income for the third quarter, while USU experienced a net loss of ($0.9) million during the third quarter. Aspen
Group corporate incurred $1.8 million of expenses for the third quarter.
EBITDA, a non-GAAP financial measure, was a loss of ($1,726,399) or (20%) as a percentage of revenue. Adjusted EBITDA, a
non-GAAP financial measure, was a loss of ($1,105,209) or (13%) as a percentage of revenue. Aspen University generated $0.9 million
of Adjusted EBITDA for the third quarter, while USU experienced an Adjusted EBITDA loss of ($0.5) million during the third quarter.
Aspen Group corporate contributed $1.5 million toward the ($1,105,209) Adjusted EBITDA loss for the third quarter.
The company used cash of $1.9 million for operations in the third quarter, as compared to using $2.1 million last quarter, a
sequential improvement of $156,086 or 7%.
Conference Call:
Aspen Group, Inc. will host a conference call to discuss its fiscal year 2019 3rd quarter financial results and
business outlook on Monday, March 11th, 2019, at 4:30 p.m. (ET). Aspen will issue a press release reporting results
after the market closes on that day. The conference call can be accessed by dialing toll-free (844) 452-6823 (U.S.)
or (731) 256-5216 (international), passcode 7082258. Subsequent to the call, a transcript of the audiocast will be
available from the Company’s website at ir.aspen.edu. There will also be a 7 day dial-in replay which can be accessed by dialing
toll-free (855) 859-2056 or (404) 537-3406 (international), passcode 7082258.
Non-GAAP – Financial Measures:
This press release includes both financial measures in accordance with Generally Accepted Accounting Principles, or GAAP, as
well as non-GAAP financial measures. Generally, a non-GAAP financial measure is a numerical measure of a company’s performance,
financial position or cash flows that either excludes or includes amounts that are not normally included or excluded in the most
directly comparable measure calculated and presented in accordance with GAAP. Non-GAAP financial measures should be viewed as
supplemental to, and should not be considered as alternatives to net income (loss), operating income (loss), and cash flow from
operating activities, liquidity or any other financial measures. They may not be indicative of the historical operating results of
Aspen Group nor are they intended to be predictive of potential future results. Investors should not consider non-GAAP financial
measures in isolation or as substitutes for performance measures calculated in accordance with GAAP.
Our management uses and relies on Adjusted EBITDA and EBITDA, each of which are non-GAAP financial measures. We believe that
both management and shareholders benefit from referring to the following non-GAAP financial measures in planning, forecasting and
analyzing future periods. Our management uses these non-GAAP financial measures in evaluating its financial and operational
decision making and as a means to evaluate period-to-period comparisons. Our management recognizes that the non-GAAP
financial measures have inherent limitations because of the excluded items described below.
Aspen Group defines Adjusted EBITDA as earnings (or loss) from continuing operations before the items in the table below. Aspen
Group excludes these expenses because they are non-cash or non-recurring in nature.
We have included a reconciliation of our non-GAAP financial measures to the most comparable financial measures calculated in
accordance with GAAP. We believe that providing the non-GAAP financial measures, together with the reconciliation to GAAP, helps
investors make comparisons between Aspen Group and other companies. In making any comparisons to other companies, investors need to
be aware that companies use different non-GAAP measures to evaluate their financial performance. Investors should pay close
attention to the specific definition being used and to the reconciliation between such measure and the corresponding GAAP measure
provided by each company under applicable SEC rules.
The following table presents a reconciliation of Adjusted EBITDA to net loss allocable to common shareholders, a GAAP financial
measure:
|
|
For the Three Months Ended |
|
|
January 31,
|
|
|
2019 |
|
2018 |
Net loss |
|
$ |
(2,355,940 |
) |
|
$ |
(2,147,945 |
) |
Interest expense, net |
|
|
74,249 |
|
|
|
211,486 |
|
Taxes |
|
|
— |
|
|
|
— |
|
Depreciation & amortization |
|
|
555,292 |
|
|
|
347,894 |
|
EBITDA (loss) |
|
|
(1,726,399 |
) |
|
|
(1,588,565 |
) |
Bad debt expense |
|
|
187,178 |
|
|
|
132,644 |
|
Acquisition expense |
|
|
— |
|
|
|
610,219 |
|
Non-recurring charges |
|
|
83,174 |
|
|
|
85,853 |
|
Stock-based compensation |
|
|
350,838 |
|
|
|
162,544 |
|
Adjusted EBITDA (Loss) |
|
$ |
(1,105,209 |
) |
|
$ |
(597,305 |
) |
About Aspen Group, Inc.:
Aspen Group, Inc. is an education technology holding company that leverages its infrastructure and expertise to allow its two
universities, Aspen University and United States University, to deliver on the vision of making college affordable again.
Forward-Looking Statements:
This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of
1995 including future growth of our new business units. The words “believe,” “may,” “estimate,” “continue,” “anticipate,” “intend,”
“should,” “plan,” “could,” “target,” “potential,” “is likely,” “will,” “expect” and similar expressions, as they relate to us, are
intended to identify forward-looking statements. We have based these forward-looking statements largely on our current expectations
and projections about future events and financial trends that we believe may affect our financial condition, results of operations,
business strategy and financial needs. Important factors that could cause actual results to differ from those in the
forward-looking statements include the continued demand of nursing students for the new programs, potential student attrition and
national and local economic factors. Other risks are included in our filings with the SEC including our Form S-3, our Prospectus
Supplement filed April 19, 2018 and our Form 10-K for the year ended April 30, 2018. Any forward-looking statement made by us
herein speaks only as of the date on which it is made. Factors or events that could cause our actual results to differ may emerge
from time to time, and it is not possible for us to predict all of them. We undertake no obligation to publicly update any
forward-looking statement, whether as a result of new information, future developments or otherwise, except as may be required by
law.
Company Contact:
Aspen Group, Inc.
Michael Mathews, CEO
914-906-9159
ASPEN GROUP, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
|
|
January 31, |
|
|
April 30, |
|
|
2019 |
|
|
2018 |
|
|
(unaudited)
|
|
|
|
|
|
Assets |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Current assets: |
|
|
|
|
|
|
|
|
Cash |
|
$ |
4,197,235 |
|
|
$ |
14,612,559 |
|
Restricted cash |
|
|
192,692 |
|
|
|
190,506 |
|
Accounts receivable, net of allowance of $903,450 and $468,174, respectively |
|
|
9,278,751 |
|
|
|
6,802,723 |
|
Prepaid expenses |
|
|
343,215 |
|
|
|
199,406 |
|
Other receivables |
|
|
79,235 |
|
|
|
184,569 |
|
Total current assets |
|
|
14,091,128 |
|
|
|
21,989,763 |
|
|
|
|
|
|
|
|
|
|
Property and equipment: |
|
|
|
|
|
|
|
|
Call center equipment |
|
|
173,077 |
|
|
|
140,509 |
|
Computer and office equipment |
|
|
301,548 |
|
|
|
230,810 |
|
Furniture and fixtures |
|
|
1,310,139 |
|
|
|
932,454 |
|
Software |
|
|
3,869,750 |
|
|
|
2,878,753 |
|
|
|
|
5,654,514 |
|
|
|
4,182,526 |
|
Less accumulated depreciation and amortization |
|
|
(1,622,908 |
) |
|
|
(1,320,360 |
) |
Total property and equipment, net |
|
|
4,031,606 |
|
|
|
2,862,166 |
|
Goodwill |
|
|
5,011,432 |
|
|
|
5,011,432 |
|
Intangible assets, net |
|
|
8,816,667 |
|
|
|
9,641,667 |
|
Courseware and accreditation, net |
|
|
179,154 |
|
|
|
138,159 |
|
Accounts receivable, secured - net of allowance of $625,963, and $625,963, respectively |
|
|
45,329 |
|
|
|
45,329 |
|
Long term contractual accounts receivable |
|
|
2,568,532 |
|
|
|
1,315,050 |
|
Debt issue cost, net |
|
|
330,414 |
|
|
|
— |
|
Other assets |
|
|
607,812 |
|
|
|
584,966 |
|
|
|
|
|
|
|
|
|
|
Total assets |
|
$ |
35,682,074 |
|
|
$ |
41,588,532 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
ASPEN GROUP, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS (CONTINUED)
|
|
January 31, |
|
|
April 30, |
|
|
2019 |
|
|
2018 |
|
|
(unaudited) |
|
|
|
|
|
Liabilities and Stockholders’ Equity |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Current liabilities: |
|
|
|
|
|
|
|
|
Accounts payable |
|
$ |
1,709,233 |
|
|
$ |
2,227,214 |
|
Accrued expenses |
|
|
570,806 |
|
|
|
658,854 |
|
Deferred revenue |
|
|
2,699,227 |
|
|
|
1,814,136 |
|
Refunds due students |
|
|
1,370,060 |
|
|
|
815,841 |
|
Deferred rent, current portion |
|
|
18,818 |
|
|
|
8,160 |
|
Convertible notes payable, current portion |
|
|
1,050,000 |
|
|
|
1,050,000 |
|
Other current liabilities |
|
|
291,703 |
|
|
|
203,371 |
|
Total current liabilities |
|
|
7,709,847 |
|
|
|
6,777,576 |
|
|
|
|
|
|
|
|
|
|
Convertible note |
|
|
— |
|
|
|
1,000,000 |
|
Deferred rent |
|
|
705,420 |
|
|
|
77,365 |
|
Total liabilities |
|
|
8,415,267 |
|
|
|
7,854,941 |
|
|
|
|
|
|
|
|
|
|
Commitments and contingencies - See Note 6 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Stockholders’ equity: |
|
|
|
|
|
|
|
|
Preferred stock, $0.001 par value; 10,000,000 shares authorized, 0 issued and outstanding
at January 31, 2019 and April 30, 2018 |
|
|
— |
|
|
|
— |
|
Common stock, $0.001 par value; 250,000,000 shares authorized,18,505,869 issued and
18,489,202 outstanding at January 31, 2019, 18,333,521 issued and 18,316,854 outstanding at April 30,2018 |
|
|
18,506 |
|
|
|
18,334 |
|
Additional paid-in capital |
|
|
67,758,344 |
|
|
|
66,557,005 |
|
Treasury stock (16,667 shares) |
|
|
(70,000 |
) |
|
|
(70,000 |
) |
Accumulated deficit |
|
|
(40,440,043 |
) |
|
|
(32,771,748 |
) |
Total stockholders’ equity |
|
|
27,266,807 |
|
|
|
33,733,591 |
|
|
|
|
|
|
|
|
|
|
Total liabilities and stockholders’ equity |
|
$ |
35,682,074 |
|
|
$ |
41,588,532 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
ASPEN GROUP, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
|
|
For the |
|
|
For the |
|
|
|
Three Months Ended |
|
|
Nine Months Ended |
|
|
|
January 31, |
|
|
January 31, |
|
|
|
2019 |
|
|
2018 |
|
|
2019 |
|
|
2018 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenues |
|
$ |
8,494,627 |
|
|
$ |
5,701,958 |
|
|
$ |
23,811,275 |
|
|
$ |
14,796,483 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating expenses |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cost of revenues (exclusive of depreciation and amortization shown separately below) |
|
|
4,076,980 |
|
|
|
2,665,664 |
|
|
|
11,664,887 |
|
|
|
6,282,814 |
|
General and administrative |
|
|
6,284,041 |
|
|
|
4,677,359 |
|
|
|
18,318,061 |
|
|
|
10,975,085 |
|
Depreciation and amortization |
|
|
555,292 |
|
|
|
347,894 |
|
|
|
1,577,464 |
|
|
|
631,969 |
|
Total operating expenses |
|
|
10,916,313 |
|
|
|
7,690,917 |
|
|
|
31,560,412 |
|
|
|
17,889,868 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating loss |
|
|
(2,421,686 |
) |
|
|
(1,988,959 |
) |
|
|
(7,749,137 |
) |
|
|
(3,093,385 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other income (expense): |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other income |
|
|
142,180 |
|
|
|
46,179 |
|
|
|
240,074 |
|
|
|
88,067 |
|
Gain on extinguishment of warrant liability |
|
|
— |
|
|
|
52,500 |
|
|
|
— |
|
|
|
52,500 |
|
Interest expense |
|
|
(76,434 |
) |
|
|
(257,665 |
) |
|
|
(159,232 |
) |
|
|
(443,757 |
) |
Total other income (expense), net |
|
|
65,746 |
|
|
|
(158,986 |
) |
|
|
80,842 |
|
|
|
(303,190 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Loss before income taxes |
|
|
(2,355,940 |
) |
|
|
(2,147,945 |
) |
|
|
(7,668,295 |
) |
|
|
(3,396,575 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income tax expense (benefit) |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net loss |
|
$ |
(2,355,940 |
) |
|
$ |
(2,147,945 |
) |
|
$ |
(7,668,295 |
) |
|
$ |
(3,396,575 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net loss per share allocable to common stockholders – basic and diluted |
|
$ |
(0.13 |
) |
|
$ |
(0.15 |
) |
|
$ |
(0.42 |
) |
|
$ |
(0.25 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted average number of common shares outstanding: basic and diluted |
|
|
18,398,095 |
|
|
|
14,491,634 |
|
|
|
18,350,360 |
|
|
|
13,862,992 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
ASPEN GROUP, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENT OF CHANGES IN STOCKHOLDERS’ EQUITY
FOR THE THREE AND NINE MONTHS ENDED JANUARY 31, 2019 AND 2018
(Unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
|
|
|
|
|
|
Additional |
|
|
|
|
|
|
|
|
Stockholders' |
|
For the nine months ended |
|
Common Stock |
|
Paid-In |
|
|
Treasury |
|
|
Accumulated |
|
|
Equity |
|
January 31, 2019 |
|
Shares |
|
Amount |
|
Capital |
|
|
Stock |
|
|
Deficit |
|
|
|
|
Balance at April 30, 2018 |
|
18,333,521 |
|
$ |
18,334 |
|
$ |
66,557,005 |
|
|
$ |
(70,000 |
) |
|
$ |
(32,771,748 |
) |
|
$ |
33,733,591 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Stock-based compensation |
|
— |
|
|
— |
|
|
866,129 |
|
|
|
— |
|
|
|
— |
|
|
|
866,129 |
|
Common stock issued for cashless stock options exercised |
|
86,635 |
|
|
87 |
|
|
(87 |
) |
|
|
— |
|
|
|
— |
|
|
|
— |
|
Common stock issued for stock options exercised for cash |
|
49,792 |
|
|
49 |
|
|
110,094 |
|
|
|
— |
|
|
|
— |
|
|
|
110,143 |
|
Relative fair value of warrants issued with debt |
|
— |
|
|
— |
|
|
255,071 |
|
|
|
— |
|
|
|
— |
|
|
|
255,071 |
|
Common stock issued for cashless warrant exercise |
|
35,921 |
|
|
36 |
|
|
(36 |
) |
|
|
— |
|
|
|
— |
|
|
|
— |
|
Purchase of treasury stock, net of broker fees |
|
— |
|
|
— |
|
|
— |
|
|
|
(7,370,000 |
) |
|
|
— |
|
|
|
(7,370,000 |
) |
Re-sale of treasury stock, net of broker fees |
|
— |
|
|
— |
|
|
— |
|
|
|
7,370,000 |
|
|
|
— |
|
|
|
7,370,000 |
|
Fees associated with equity raise |
|
— |
|
|
— |
|
|
(29,832 |
) |
|
|
— |
|
|
|
— |
|
|
|
(29,832 |
) |
Net loss, for the nine months ended January 31, 2019 |
|
— |
|
|
— |
|
|
— |
|
|
|
— |
|
|
|
(7,668,295 |
) |
|
|
(7,668,295 |
) |
Balance at January 31, 2019 (Unaudited) |
|
18,505,869 |
|
$ |
18,506 |
|
$ |
67,758,344 |
|
|
$ |
(70,000 |
) |
|
$ |
(40,440,043 |
) |
|
$ |
27,266,807 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
|
|
|
|
|
|
Additional |
|
|
|
|
|
|
|
|
Stockholders' |
|
For the three months ended |
|
Common Stock |
|
Paid-In |
|
|
Treasury |
|
|
Accumulated |
|
|
Equity |
|
January 31, 2019 |
|
Shares |
|
Amount |
|
Capital |
|
|
Stock |
|
|
Deficit |
|
|
|
|
Balance at October 31, 2018 (Unaudited) |
|
18,391,092 |
|
$ |
18,391 |
|
$ |
67,102,509 |
|
|
$ |
(70,000 |
) |
|
$ |
(38,084,103 |
) |
|
$ |
28,966,797 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Stock-based compensation |
|
— |
|
|
— |
|
|
350,838 |
|
|
|
— |
|
|
|
— |
|
|
|
350,838 |
|
Common stock issued for cashless stock options exercised |
|
55,871 |
|
|
56 |
|
|
(56 |
) |
|
|
— |
|
|
|
— |
|
|
|
— |
|
Common stock issued for stock options exercised for cash |
|
22,985 |
|
|
23 |
|
|
50,018 |
|
|
|
— |
|
|
|
— |
|
|
|
50,041 |
|
Relative fair value of warrants issued with debt |
|
— |
|
|
— |
|
|
255,071 |
|
|
|
— |
|
|
|
— |
|
|
|
255,071 |
|
Common stock issued for cashless warrant exercise |
|
35,921 |
|
|
36 |
|
|
(36 |
) |
|
|
— |
|
|
|
— |
|
|
|
— |
|
Net loss, for the three months ended January 31, 2019 |
|
— |
|
|
— |
|
|
— |
|
|
|
— |
|
|
|
(2,355,940 |
) |
|
|
(2,355,940 |
) |
Balance at January 31, 2019 (Unaudited) |
|
18,505,869 |
|
$ |
18,506 |
|
$ |
67,758,344 |
|
|
$ |
(70,000 |
) |
|
$ |
(40,440,043 |
) |
|
$ |
27,266,807 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
ASPEN GROUP, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENT OF CHANGES IN STOCKHOLDERS’ EQUITY (CONTINUED)
FOR THE THREE AND NINE MONTHS ENDED JANUARY 31, 2019 AND 2018
(Unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
|
|
|
|
|
|
Additional |
|
|
|
|
|
|
|
|
Stockholders' |
|
For the nine months ended |
|
Common Stock |
|
Paid-In |
|
|
Treasury |
|
|
Accumulated |
|
|
Equity |
|
January 31, 2018 |
|
Shares |
|
Amount |
|
Capital |
|
|
Stock |
|
|
Deficit |
|
|
|
|
Balance at April 30, 2017 |
|
|
13,504,012 |
|
$ |
13,504 |
|
$ |
33,607,423 |
|
|
$ |
(70,000 |
) |
|
$ |
(25,710,687 |
) |
|
$ |
7,840,240 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fees associated with equity raise |
|
|
— |
|
|
— |
|
|
(14,033 |
) |
|
|
— |
|
|
|
— |
|
|
|
(14,033 |
) |
Restricted stock issued for services |
|
|
10,000 |
|
|
10 |
|
|
88,690 |
|
|
|
— |
|
|
|
— |
|
|
|
88,700 |
|
Stock-based compensation |
|
|
— |
|
|
— |
|
|
466,468 |
|
|
|
— |
|
|
|
— |
|
|
|
466,468 |
|
Common stock issued for acquisition |
|
|
1,203,209 |
|
|
1,203 |
|
|
10,214,041 |
|
|
|
— |
|
|
|
— |
|
|
|
10,215,244 |
|
Common stock issued for cashless warrant exercise |
|
|
162,072 |
|
|
162 |
|
|
(162 |
) |
|
|
— |
|
|
|
— |
|
|
|
— |
|
Common stock issued for warrants exercised for cash |
|
|
79,442 |
|
|
79 |
|
|
196,301 |
|
|
|
— |
|
|
|
— |
|
|
|
196,380 |
|
Common stock issued for stock options exercised |
|
|
113,597 |
|
|
114 |
|
|
402,382 |
|
|
|
— |
|
|
|
— |
|
|
|
402,496 |
|
Warrants issued with senior secured term loan |
|
|
— |
|
|
— |
|
|
478,428 |
|
|
|
— |
|
|
|
— |
|
|
|
478,428 |
|
Net loss, for the Nine months ended January 31, 2018 |
|
|
— |
|
|
— |
|
|
— |
|
|
|
— |
|
|
|
(3,396,575 |
) |
|
|
(3,396,575 |
) |
Balance at January 31, 2018 (Unaudited) |
|
|
15,072,332 |
|
$ |
15,072 |
|
$ |
45,439,538 |
|
|
$ |
(70,000 |
) |
|
$ |
(29,107,262 |
) |
|
$ |
16,277,348 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
|
|
|
|
|
|
Additional |
|
|
|
|
|
|
|
|
Stockholders' |
|
For the three months ended |
|
Common Stock |
|
Paid-In |
|
|
Treasury |
|
|
Accumulated |
|
|
Equity |
|
January 31, 2018 |
|
Shares |
|
Amount |
|
Capital |
|
|
Stock |
|
|
Deficit |
|
|
|
|
Balance at October 31, 2017 (Unaudited) |
|
|
13,613,996 |
|
$ |
13,613 |
|
$ |
34,471,602 |
|
|
$ |
(70,000 |
) |
|
$ |
(26,959,317 |
) |
|
$ |
7,455,898 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fees associated with equity raise |
|
|
— |
|
|
— |
|
|
(9,326 |
) |
|
|
— |
|
|
|
— |
|
|
|
(9,326 |
) |
Restricted stock issued for services |
|
|
10,000 |
|
|
10 |
|
|
88,690 |
|
|
|
— |
|
|
|
— |
|
|
|
88,700 |
|
Stock-based compensation |
|
|
— |
|
|
— |
|
|
162,544 |
|
|
|
— |
|
|
|
— |
|
|
|
162,544 |
|
Common stock issued for acquisition |
|
|
1,203,209 |
|
|
1,203 |
|
|
10,214,041 |
|
|
|
— |
|
|
|
— |
|
|
|
10,215,244 |
|
Common stock issued for cashless warrant exercise |
|
|
83,544 |
|
|
83 |
|
|
(83 |
) |
|
|
— |
|
|
|
— |
|
|
|
— |
|
Common stock issued for warrants exercised for cash |
|
|
64,584 |
|
|
65 |
|
|
162,717 |
|
|
|
— |
|
|
|
— |
|
|
|
162,782 |
|
Common stock issued for stock options exercised |
|
|
96,999 |
|
|
98 |
|
|
349,353 |
|
|
|
— |
|
|
|
— |
|
|
|
349,451 |
|
Net loss, for the three months ended January 31, 2018 |
|
|
— |
|
|
— |
|
|
— |
|
|
|
— |
|
|
|
(2,147,945 |
) |
|
|
(2,147,945 |
) |
Balance at January 31, 2018 (Unaudited) |
|
|
15,072,332 |
|
$ |
15,072 |
|
$ |
45,439,538 |
|
|
$ |
(70,000 |
) |
|
$ |
(29,107,262 |
) |
|
$ |
16,277,348 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
ASPEN GROUP, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
|
|
For the |
|
|
|
Nine months ended |
|
|
|
January 31, |
|
|
|
2019 |
|
|
2018 |
|
Cash flows from operating activities: |
|
|
|
|
|
|
Net loss |
|
$ |
(7,668,295 |
) |
|
$ |
(3,396,575 |
) |
Adjustments to reconcile net loss to net cash used in operating activities: |
|
|
|
|
|
|
|
|
Bad debt expense |
|
|
480,066 |
|
|
|
298,144 |
|
Gain on extinguishment of warrant liability |
|
|
— |
|
|
|
(52,500 |
) |
Depreciation and amortization |
|
|
1,577,464 |
|
|
|
631,969 |
|
Stock-based compensation |
|
|
866,129 |
|
|
|
466,468 |
|
Loss on asset disposition |
|
|
— |
|
|
|
27,590 |
|
Amortization of debt discounts |
|
|
— |
|
|
|
99,726 |
|
Amortization of debt issue costs |
|
|
24,657 |
|
|
|
— |
|
Amortization of prepaid shares for services |
|
|
8,285 |
|
|
|
37,039 |
|
Changes in operating assets and liabilities: |
|
|
|
|
|
|
|
|
Accounts receivable |
|
|
(4,209,576 |
) |
|
|
(4,534,118 |
) |
Prepaid expenses |
|
|
(152,094 |
) |
|
|
(59,451 |
) |
Accrued interest receivable |
|
|
— |
|
|
|
(45,400 |
) |
Other receivables |
|
|
105,334 |
|
|
|
(152,398 |
) |
Other assets |
|
|
(22,846 |
) |
|
|
(528,789 |
) |
Accounts payable |
|
|
(517,981 |
) |
|
|
366,044 |
|
Accrued expenses |
|
|
(88,048 |
) |
|
|
218,476 |
|
Deferred rent |
|
|
638,713 |
|
|
|
22,087 |
|
Refunds due students |
|
|
554,219 |
|
|
|
420,146 |
|
Deferred revenue |
|
|
885,091 |
|
|
|
2,340,461 |
|
Other liabilities |
|
|
88,332 |
|
|
|
186,134 |
|
Net cash used in operating activities |
|
|
(7,430,550 |
) |
|
|
(3,654,947 |
) |
|
|
|
|
|
|
|
|
|
Cash flows from investing activities: |
|
|
|
|
|
|
|
|
Purchases of courseware and accreditation |
|
|
(89,573 |
) |
|
|
(33,369 |
) |
Purchases of property and equipment |
|
|
(1,873,326 |
) |
|
|
(1,171,473 |
) |
Proceeds from promissory note receivable |
|
|
— |
|
|
|
900,000 |
|
Cash paid in asset acquisition |
|
|
— |
|
|
|
(2,589,719 |
) |
Proceeds from promissory note interest receivable |
|
|
— |
|
|
|
53,400 |
|
Net cash used in investing activities |
|
|
(1,962,899 |
) |
|
|
(2,841,161 |
) |
|
|
|
|
|
|
|
|
|
Cash flows from financing activities: |
|
|
|
|
|
|
|
|
Disbursements for equity offering costs |
|
|
(29,832 |
) |
|
|
(14,033 |
) |
Repayment of convertible note payable |
|
|
(1,000,000 |
) |
|
|
— |
|
Proceeds from senior secured term loan |
|
|
— |
|
|
|
7,500,000 |
|
Proceeds of warrant and stock options exercised |
|
|
110,143 |
|
|
|
598,876 |
|
Purchase of treasury stock |
|
|
(7,370,000 |
) |
|
|
— |
|
Re-sale of treasury stock |
|
|
7,370,000 |
|
|
|
— |
|
Offering costs paid on debt financing |
|
|
(100,000 |
) |
|
|
(351,366 |
) |
Net cash provided by (used in) financing activities |
|
|
(1,019,689 |
) |
|
|
7,733,477 |
|
|
|
|
|
|
|
|
|
|
Net increase (decrease) in cash and cash equivalents |
|
|
(10,413,138 |
) |
|
|
1,237,369 |
|
Cash, restricted cash, and cash equivalents at beginning of period |
|
|
14,803,065 |
|
|
|
2,756,217 |
|
Cash and cash equivalents at end of period |
|
$ |
4,389,927 |
|
|
$ |
3,993,586 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
ASPEN GROUP, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS (CONTINUED)
(Unaudited)
|
|
For the |
|
|
Nine months ended |
|
|
January 31, |
|
|
2019 |
|
|
2018 |
Supplemental disclosure of cash flow information: |
|
|
|
|
|
|
|
Cash paid for interest |
|
$ |
163,139 |
|
|
$ |
316,781 |
Cash paid for income taxes |
|
$ |
— |
|
|
$ |
— |
|
|
|
|
|
|
|
|
Supplemental disclosure of non-cash investing and financing activities |
|
|
|
|
|
|
|
Warrants issued as part of revolving credit facility |
|
$ |
255,071 |
|
|
$ |
— |
Warrants issued as part of senior secured loan |
|
$ |
— |
|
|
$ |
478,428 |
Assets acquired net of liabilities assumed for non-cash consideration |
|
$ |
— |
|
|
$ |
12,215,244 |
|
|
|
|
|
|
|
|
The following table provides a reconciliation of cash and restricted cash reported within the consolidated balance sheet that
sum to the total of the same such amounts shown in the consolidated statement of cash flows:
|
|
For the |
|
|
Nine months ended |
|
|
January 31, |
|
|
2018 |
|
|
2017 |
Cash |
|
$ |
4,197,235 |
|
|
$ |
3,803,080 |
Restricted cash |
|
|
192,692 |
|
|
|
190,506 |
Total cash and restricted cash |
|
$ |
4,389,927 |
|
|
$ |
3,993,586 |