Merger with Capella Education Company (Tables)

9 Months Ended

Sep. 30, 2019

Business acquisition, pro forma Information

Pro forma results for the three and nine months ended September 30, 2019 are not presented below because the results of CEC are included in the Company's September 30, 2019 unaudited condensed consolidated statement of income.



	Three Months Ended September 30, 2018			Nine Months Ended September 30, 2018
Revenue	$	224,641		$	679,309
Net income (loss)	(14,146		)	10,606

Schedule of components of aggregate consideration transferred for acquisition

The following table summarizes the components of the aggregate consideration transferred for the acquisition of CEC (in thousands):



Fair value of Company common stock issued in exchange for CEC outstanding shares⁽¹⁾	$	1,209,483
Fair value of Company equity-based awards issued in exchange for CEC equity-based awards	27,478
Total fair value of consideration transferred	$	1,236,961

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⁽¹⁾

The Company issued 10,263,775 common shares at a market price of $117.84 in exchange for each issued and outstanding share of CEC common stock.

Schedule of preliminary fair value of assets and liabilities assumed

The fair value of assets acquired and liabilities assumed, as well as a reconciliation to consideration transferred, is presented in the table below (in thousands):



Cash and cash equivalents	$	167,859
Marketable securities	31,419
Tuition receivable	36,716
Income taxes receivable	163
Other current assets	9,041
Marketable securities, non-current	34,700
Property and equipment, net	53,182
Other assets	14,556
Intangible assets	349,800
Goodwill	725,275
Total assets acquired	1,422,711
Accounts payable and accrued expenses	(48,103		)
Contract liabilities	(39,000		)
Deferred income taxes	(96,320		)
Other long-term liabilities	(2,327		)
Total liabilities assumed	(185,750		)
Total consideration	$	1,236,961

Schedule of intangible assets acquired and weighted average useful lives

The table below presents a summary of intangible assets acquired (in thousands) and the weighted average useful lives of these assets:



	Fair Value		Weighted Average Useful Life in Years
Trade names	$	183,800	Indefinite
Student relationships	166,000		3
	$	349,800