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Merger with Capella Education Company (Tables)
9 Months Ended
Sep. 30, 2018
Merger with Capella Education Company [Abstract]  
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


(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 preliminary 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

 

$

168,387

Marketable securities, current

 

 

31,419

Tuition receivable

 

 

39,141

Income tax receivable

 

 

163

Other current assets

 

 

8,496

Marketable securities, non-current

 

 

34,700

Property and equipment, net

 

 

53,182

Other assets

 

 

15,906

Intangible assets

 

 

349,800

Goodwill

 

 

723,929

    Total assets acquired

 

 

1,425,123

Accounts payable and accrued expenses

 

 

(46,735)

Contract liabilities

 

 

(39,000)

Deferred income taxes

 

 

(100,190)

Other long term liabilities

 

 

(2,237)

   Total liabilities assumed

 

 

(188,162)

         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:

 

 

 

 

 

 

 

 

 

 

 

Weighted Average

 

 

 

Fair Value

 

Useful Life in Years

Trade names

 

$

183,800

 

Indefinite

Student relationships

 

 

166,000

 

3

 

 

$

349,800

 

 

 

Schedule of supplemental pro forma financial information

s that may occur in the future. The pro forma adjustments are based on available information and upon assumptions the Company believes are reasonable to reflect the impact of this acquisition on the Company’s historical financial information on a supplemental pro forma basis (in thousands).

 

 

 

 

 

 

 

 

 

Pro Forma Combined

 

    

Nine Months Ended

    

Nine Months Ended

 

 

September 30, 2017

 

September 30, 2018

Revenue

 

$

664,523

 

$

679,309

Net Income

 

 

32,096

 

 

10,606