LAUREATE EDUCATION, INC. 10-Q

Item 1. Financial Statements (Unaudited) LAUREATE EDUCATION, INC. AND SUBSIDIARIES Consolidated Statements of Operations IN THOUSANDS, except per share amounts For the three months ended September 30, 2024 2023 (Unaudited) (Unaudited) Revenues $ 368,631 $ 361,533 Costs and expenses: Direct costs 285,956 291,052 General and administrative expenses 10,635 11,772 Operating income 72,040 58,709 Interest income 2,356 2,830 Interest expense ( 4,979 ) ( 5,169 ) Other income, net 923 66 Foreign currency exchange gain, net 14,523 9,755 Gain on disposal of subsidiaries, net — 3,260 Income from continuing operations before income taxes 84,863 69,451 Income tax benefit (expense) 468 ( 33,716 ) Income from continuing operations 85,331 35,735 (Loss) income from discontinued operations, net of tax of $ 0 for both periods ( 4 ) 246 Net income 85,327 35,981 Net loss attributable to noncontrolling interests 136 177 Net income attributable to Laureate Education, Inc. $ 85,463 $ 36,158 Basic and diluted earnings (loss) per share: Income from continuing operations $ 0.56 $ 0.23 (Loss) income from discontinued operations — — Basic and diluted earnings per share $ 0.56 $ 0.23 The accompanying notes are an integral part of these consolidated financial statements. 2 LAUREATE EDUCATION, INC. AND SUBSIDIARIES Consolidated Statements of Operations IN THOUSANDS, except per share amounts For the nine months ended September 30, 2024 2023 (Unaudited) (Unaudited) Revenues $ 1,143,248 $ 1,074,855 Costs and expenses: Direct costs 858,931 810,362 General and administrative expenses 34,553 34,046 Loss on impairment of assets — 1,620 Operating income 249,764 228,827 Interest income 6,271 6,939 Interest expense ( 14,769 ) ( 17,258 ) Other income, net 483 198 Foreign currency exchange gain (loss), net 36,367 ( 51,554 ) (Loss) gain on disposal of subsidiaries, net ( 3,086 ) 3,567 Income from continuing operations before income taxes and equity in net loss of affiliates 275,030 170,719 Income tax expense ( 72,526 ) ( 101,379 ) Equity in net loss of affiliates, net of tax ( 7 ) ( 3 ) Income from continuing operations 202,497 69,337 Income (loss) from discontinued operations, net of tax of $ 0 for both periods 333 ( 3,805 ) Net income 202,830 65,532 Net loss attributable to noncontrolling interests 12 196 Net income attributable to Laureate Education, Inc. $ 202,842 $ 65,728 Basic and diluted earnings (loss) per share: Income from continuing operations $ 1.31 $ 0.44 Income (loss) from discontinued operations — ( 0.02 ) Basic and diluted earnings per share $ 1.31 $ 0.42 The accompanying notes are an integral part of these consolidated financial statements. 3 LAUREATE EDUCATION, INC. AND SUBSIDIARIES Consolidated Statements of Comprehensive Income IN THOUSANDS For the three months ended September 30, 2024 2023 (Unaudited) (Unaudited) Net income $ 85,327 $ 35,981 Other comprehensive income (loss): Foreign currency translation adjustment, net of tax of $ 0 for both periods ( 80,091 ) ( 46,371 ) Total other comprehensive loss ( 80,091 ) ( 46,371 ) Comprehensive income (loss) 5,236 ( 10,390 ) Net comprehensive loss attributable to noncontrolling interests 136 175 Comprehensive income (loss) attributable to Laureate Education, Inc. $ 5,372 $ ( 10,215 ) The accompanying notes are an integral part of these consolidated financial statements. 4 LAUREATE EDUCATION, INC. AND SUBSIDIARIES Consolidated Statements of Comprehensive Income IN THOUSANDS For the nine months ended September 30, 2024 2023 (Unaudited) (Unaudited) Net income $ 202,830 $ 65,532 Other comprehensive income (loss): Foreign currency translation adjustment, net of tax of $ 0 for both periods ( 160,754 ) 118,341 Total other comprehensive (loss) income ( 160,754 ) 118,341 Comprehensive income 42,076 183,873 Net comprehensive loss attributable to noncontrolling interests 12 280 Comprehensive income attributable to Laureate Education, Inc. $ 42,088 $ 184,153 The accompanying notes are an integral part of these consolidated financial statements. 5 LAUREATE EDUCATION, INC. AND SUBSIDIARIES Consolidated Balance Sheets IN THOUSANDS, except per share amounts September 30, 2024 December 31, 2023 Assets (Unaudited) Current assets: Cash and cash equivalents $ 134,409 $ 89,392 Restricted cash 6,306 7,505 Receivables: Accounts and notes receivable 178,097 173,571 Other receivables 4,180 3,509 Allowance for doubtful accounts ( 91,046 ) ( 84,967 ) Receivables, net 91,231 92,113 Income tax receivable 3,215 15,224 Prepaid expenses and other current assets 25,308 19,284 Current assets held for sale 566 889 Total current assets 261,035 224,407 Property and equipment: Land 127,427 129,229 Buildings 348,872 377,954 Furniture, equipment and software 508,376 556,134 Leasehold improvements 126,663 137,171 Construction in-progress 19,384 22,673 Accumulated depreciation and amortization ( 622,254 ) ( 660,935 ) Property and equipment, net 508,468 562,226 Operating lease right-of-use assets, net 302,272 371,611 Goodwill 578,721 661,482 Tradenames, net 150,942 169,183 Deferred costs, net 4,813 4,981 Deferred income taxes 63,256 71,426 Other assets 41,619 44,896 Long-term assets held for sale 16,033 15,404 Total assets $ 1,927,159 $ 2,125,616 The accompanying notes are an integral part of these consolidated financial statements. 6 LAUREATE EDUCATION, INC. AND SUBSIDIARIES Consolidated Balance Sheets (continued) IN THOUSANDS, except per share amounts September 30, 2024 December 31, 2023 Liabilities and stockholders' equity (Unaudited) Current liabilities: Accounts payable $ 44,198 $ 43,239 Accrued expenses 68,068 69,464 Accrued compensation and benefits 91,921 96,652 Deferred revenue and student deposits 86,843 69,351 Current portion of operating leases 51,148 57,514 Current portion of long-term debt and finance leases 22,955 52,828 Income taxes payable 12,129 40,204 Other current liabilities 33,509 22,714 Current liabilities held for sale 1,172 1,248 Total current liabilities 411,943 453,214 Long-term operating leases, less current portion 296,120 360,120 Long-term debt and finance leases, less current portion 129,839 112,241 Deferred compensation 8,385 9,511 Income taxes payable 132,267 140,492 Deferred income taxes 11,959 56,490 Other long-term liabilities 31,144 34,151 Long-term liabilities held for sale 8,779 10,259 Total liabilities 1,030,436 1,176,478 Redeemable equity 1,398 1,398 Stockholders' equity: Common stock, par value $ 0.004 per share – 700,000 shares authorized, 150,685 shares issued and outstanding as of September 30, 2024 and 157,586 shares issued and outstanding as of December 31, 2023 603 630 Additional paid-in capital 1,130,749 1,179,721 Retained earnings 199,212 41,862 Accumulated other comprehensive loss ( 432,898 ) ( 272,144 ) Total Laureate Education, Inc. stockholders' equity 897,666 950,069 Noncontrolling interests ( 2,341 ) ( 2,329 ) Total stockholders' equity 895,325 947,740 Total liabilities and stockholders' equity $ 1,927,159 $ 2,125,616 The accompanying notes are an integral part of these consolidated financial statements. 7 LAUREATE EDUCATION, INC. AND SUBSIDIARIES Consolidated Statements of Cash Flows IN THOUSANDS For the nine months ended September 30, 2024 2023 Cash flows from operating activities (Unaudited) (Unaudited) Net income $ 202,830 $ 65,532 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and amortization 52,099 51,956 Amortization of operating lease right-of-use assets 28,749 24,117 Loss on impairment of assets — 1,620 Loss on lease terminations and disposals of subsidiaries and property and equipment, net 6,515 5,279 Non-cash interest expense 1,086 1,149 Non-cash share-based compensation expense 7,077 4,894 Bad debt expense 37,223 29,535 Deferred income taxes ( 39,871 ) ( 9,537 ) Unrealized foreign currency exchange (gain) loss ( 38,625 ) 51,100 Other, net ( 5,875 ) ( 5,751 ) Changes in operating assets and liabilities: Receivables ( 40,078 ) ( 41,021 ) Prepaid expenses and other assets ( 15,361 ) ( 5,651 ) Accounts payable and accrued expenses 9,845 1,040 Income tax receivable/payable, net ( 21,418 ) ( 6,708 ) Deferred revenue and other liabilities 7,846 19,865 Net cash provided by operating activities 192,042 187,419 Cash flows from investing activities Purchase of property and equipment ( 34,554 ) ( 26,740 ) Receipts from sales of property and equipment 3,291 253 Net receipts from sales of discontinued operations 771 250 Net cash used in investing activities ( 30,492 ) ( 26,237 ) Cash flows from financing activities Proceeds from issuance of long-term debt, net of original issue discount 135,140 48,122 Payments on long-term debt ( 143,556 ) ( 167,189 ) Payment of dividend equivalent rights for vested share-based awards ( 1,714 ) ( 2,318 ) Payments to purchase noncontrolling interests — ( 123 ) Proceeds from exercise of stock options 204 3,196 Withholding of shares to satisfy tax withholding for vested stock awards and exercised stock options ( 1,696 ) ( 616 ) Payments to repurchase common stock ( 100,041 ) — Payments of debt issuance costs ( 79 ) ( 1,285 ) Net cash used in financing activities ( 111,742 ) ( 120,213 ) Effects of exchange rate changes on Cash and cash equivalents and Restricted cash ( 6,219 ) 4,005 Change in cash included in current assets held for sale 229 ( 309 ) Net change in Cash and cash equivalents and Restricted cash 43,818 44,665 Cash and cash equivalents and Restricted cash at beginning of period 96,897 93,784 Cash and cash equivalents and Restricted cash at end of period $ 140,715 $ 138,449 The accompanying notes are an integral part of these consolidated financial statements. 8 Laureate Education, Inc. and Subsidiaries Notes to Consolidated Financial Statements (Dollars and shares in thousands) Note 1. Description of Business Laureate Education, Inc. and subsidiaries (hereinafter Laureate, we, us, our, or the Company) provide higher education programs and services to students through licensed universities and higher education institutions (institutions). Laureate's programs are provided through institutions that are campus-based and through electronically distributed educational programs (online). We are domiciled in Delaware as a public benefit corporation, a demonstration of our long-term commitment to our mission to benefit our students and society. The Company completed its initial public offering (IPO) on February 6, 2017, and its shares are listed on the Nasdaq Global Select Market under the symbol “LAUR.” The accompanying unaudited Consolidated Financial Statements have been prepared in accordance with accounting principles generally accepted in the United States (GAAP) for interim financial information and with the instructions to Form 10-Q. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. In our opinion, these financial statements include all adjustments considered necessary to present a fair statement of our consolidated results of operations, financial position and cash flows. Operating results for any interim period are not necessarily indicative of the results that may be expected for the full year. These unaudited Consolidated Financial Statements should be read in conjunction with Laureate's audited Consolidated Financial Statements included in our Annual Report on Form 10-K for the fiscal year ended December 31, 2023 (the 2023 Form 10-K). Note 2. Revenue Revenue Recognition Laureate's revenues primarily consist of tuition and educational service revenues. We also generate other revenues from student fees and other education-related activities. These other revenues are less material to our overall financial results and have a tendency to trend with tuition revenues. Revenues are recognized when control of the promised goods or services is transferred to our customers in an amount that reflects the consideration we expect to be entitled to in exchange for those goods or services. These revenues are recognized net of scholarships and other discounts, refunds and waivers. Laureate's institutions have various billing and academic cycles. We determine revenue recognition through the five-step model prescribed by ASC Topic 606, Revenue from Contracts with Customers , as follows: • Identification of the contract, or contracts, with a customer; • Identification of the performance obligations in the contract; • Determination of the transaction price; • Allocation of the transaction price to the performance obligations in the contract; and • Recognition of revenue when, or as, we satisfy a performance obligation. We assess collectability on a portfolio basis prior to recording revenue. If a student withdraws from an institution, Laureate's obligation to issue a refund depends on the refund policy at that institution and the timing of the student's withdrawal. Generally, our refund obligations are reduced over the course of the academic term. We record refunds as a reduction of deferred revenue, as applicable. 9 The following table shows the components of Revenues by reportable segment and as a percentage of total revenue for the three months ended September 30, 2024 and 2023: Mexico Peru Corporate (1) Total 2024 Tuition and educational services $ 242,049 $ 184,121 $ — $ 426,170 116 % Other 35,284 19,957 44 55,285 15 % Gross revenue 277,333 204,078 44 481,455 131 % Less: Discounts / waivers / scholarships ( 94,816 ) ( 18,008 ) — ( 112,824 ) ( 31 ) % Total $ 182,517 $ 186,070 $ 44 $ 368,631 100 % 2023 Tuition and educational services $ 240,329 $ 170,337 $ — $ 410,666 114 % Other 36,972 20,293 ( 32 ) 57,233 15 % Gross revenue 277,301 190,630 ( 32 ) 467,899 129 % Less: Discounts / waivers / scholarships ( 91,913 ) ( 14,453 ) — ( 106,366 ) ( 29 ) % Total $ 185,388 $ 176,177 $ ( 32 ) $ 361,533 100 % (1) Includes the elimination of inter-segment revenues. The following table shows the components of Revenues by reportable segment and as a percentage of total revenue for the nine months ended September 30, 2024 and 2023: Mexico Peru Corporate (1) Total 2024 Tuition and educational services $ 803,788 $ 530,013 $ — $ 1,333,801 117 % Other 116,016 51,702 116 167,834 14 % Gross revenue 919,804 581,715 116 1,501,635 131 % Less: Discounts / waivers / scholarships ( 304,624 ) ( 53,763 ) — ( 358,387 ) ( 31 ) % Total $ 615,180 $ 527,952 $ 116 $ 1,143,248 100 % 2023 Tuition and educational services $ 716,575 $ 509,940 $ — $ 1,226,515 114 % Other 99,355 47,679 ( 38 ) 146,996 14 % Gross revenue 815,930 557,619 ( 38 ) 1,373,511 128 % Less: Discounts / waivers / scholarships ( 256,443 ) ( 42,213 ) — ( 298,656 ) ( 28 ) % Total $ 559,487 $ 515,406 $ ( 38 ) $ 1,074,855 100 % (1) Includes the elimination of inter-segment revenues. Contract Balances The timing of billings, cash collections and revenue recognition results in accounts receivable (contract assets) and Deferred revenue and student deposits (contract liabilities) on the Consolidated Balance Sheets. We have various billing and academic cycles and recognize student receivables when an academic session begins, although students generally enroll in courses prior to the start of the academic session. Receivables are recognized only to the extent that it is probable that we will collect substantially all of the consideration to which we are entitled in exchange for the goods and services that will be transferred to the student. We receive advance payments or deposits from our students before revenue is recognized, which are recorded as contract liabilities in deferred revenue and student deposits. Payment terms vary by university with some universities requiring payment in advance of the academic session and other universities allowing students to pay in installments over the term of the academic session. All of our contract assets are considered accounts receivable and are included within the Accounts and notes receivable balance in the accompanying Consolidated Balance Sheets. Total accounts receivable from our contracts with students were $ 178,097 and $ 173,571 as of September 30, 2024 and December 31, 2023, respectively. The increase in the contract assets balance at September 30, 2024 compared to December 31, 2023 was primarily driven by enrollment cycles. The first and third calendar 10 quarters generally coincide with the primary and secondary intakes for our larger institutions. All contract asset amounts are classified as current. Contract liabilities in the amount of $ 86,843 and $ 69,351 were included within the Deferred revenue and student deposits balance in the current liabilities section of the accompanying Consolidated Balance Sheets as of September 30, 2024 and December 31, 2023, respectively. The increase in the contract liability balance during the period ended September 30, 2024 was the result of semester billings and cash payments received in advance of satisfying performance obligations, partially offset by revenue recognized during the period. Revenue recognized during the nine months ended September 30, 2024 that was included in the contract liability balance at the beginning of the year was approximately $ 57,090 . Note 3. Assets Held for Sale During 2023, two of the Company’s subsidiaries that operate K-12 educational programs in Mexico met the criteria for classification as held for sale under ASC 360-10-45-9, “Long-Lived Assets Classified as Held for Sale.” The sale of the K-12 campuses is intended to allow the Mexico segment to focus on its core business. The planned sale of this disposal group does not represent a strategic shift and therefore does not qualify for presentation as a discontinued operation in the Consolidated Financial Statements. In addition, during 2023 and 2024, several parcels of land and buildings at campuses in Mexico and a parcel of land in the United States met the criteria for classification as held for sale under ASC 360-10-45-9. The assets and liabilities are recorded at the lower of their carrying values or their estimated fair values less costs to sell. As discussed below, the sales of certain real estate in the United States and Mexico were completed during 2024. The carrying amounts of the major classes of assets and liabilities that were classified as held for sale are presented in the following table: September 30, 2024 December 31, 2023 Assets Held for Sale Cash and cash equivalents $ 274 $ 502 Receivables, net 279 376 Property and equipment, net 8,250 6,310 Operating lease right-of-use assets, net 7,783 9,094 Other assets 13 11 Total assets held for sale $ 16,599 $ 16,293 Liabilities Held for Sale Deferred revenue and student deposits $ 742 $ 731 Operating leases, including current portion 7,882 9,214 Long-term debt, including current portion 732 859 Other liabilities 595 703 Total liabilities held for sale $ 9,951 $ 11,507 The long-term debt balance represents a finance lease for property. Property Sales During the second quarter of 2024, the Company completed the sale of a parcel of land in the United States that was classified as held for sale as of December 31, 2023. The Company received proceeds of approximately $ 3,100 from the sale and recognized a loss of approximately $ 24 , which is included in Direct costs in the Consolidated Statement of Operations for the nine months ended September 30, 2024. During the third quarter of 2024, the Company completed the sale of real estate in Mexico that was classified as held for sale as of December 31, 2023. In connection with this transaction, the Company also terminated two lease agreements in Mexico, resulting in a net loss of approximately $ 4,500 that is included in Direct costs in the Consolidated Statements of Operations. 11 Note 4. Business and Geographic Segment Information Laureate’s educational services are offered through two reportable segments: Mexico and Peru. Laureate determines its segments based on information utilized by the chief operating decision maker to allocate resources and assess performance. Our segments generate revenues by providing an education that emphasizes profession-oriented fields of study with undergraduate and graduate degrees in a wide range of disciplines. Our educational offerings utilize campus-based, online and hybrid (a combination of online and in-classroom) courses and programs to deliver their curriculum. The Mexico and Peru markets are characterized by what we believe is a significant imbalance between supply and demand. The demand for higher education is large and growing and is fueled by several demographic and economic factors, including a growing middle class, global growth in services and technology-related industries and recognition of the significant personal and economic benefits gained by graduates of higher education institutions. The target demographics are primarily 18- to 24-year-olds in the countries in which we compete. We compete with other private higher education institutions on the basis of price, educational quality, reputation and location. We believe that we compare favorably with competitors because of our focus on quality, professional-oriented curriculum and the competitive advantages provided by our network. There are a number of private and public institutions in both countries in which we operate, and it is difficult to predict how the markets will evolve and how many competitors there will be in the future. We expect competition to increase as the Mexican and Peruvian markets mature. Essentially all of our revenues were generated from private pay sources as there are no material government-sponsored loan programs in Mexico or Peru. Specifics related to both of our reportable segments are discussed below. In Mexico, the private sector plays a meaningful role in higher education, bridging supply and demand imbalances created by a lack of capacity at public universities. Laureate owns two nationally licensed institutions and is present throughout the country with a footprint of over 30 campuses. Students in our Mexican institutions typically finance their own education. In Peru, private universities are increasingly providing the capacity to meet growing demand in the higher-education market. Laureate owns three institutions in Peru, with a footprint of 19 campuses. Inter-segment transactions are accounted for in a similar manner as third-party transactions and are eliminated in consolidation. The Corporate amounts presented in the following tables include corporate charges that were not allocated to our reportable segments and adjustments to eliminate inter-segment items. We evaluate segment performance based on Adjusted EBITDA, which is a non-GAAP performance measure defined as Income from continuing operations before income taxes and equity in net loss of affiliates, adding back the following items: (Loss) gain on disposal of subsidiaries, net, Foreign currency exchange gain (loss), net, Other income, net, Interest expense, Interest income, Depreciation and amortization expense, Loss on impairment of assets, and Share-based compensation expense. Adjusted EBITDA is a key measure used by our management and Board of Directors to understand and evaluate our core operating performance and trends, to prepare and approve our annual budget and to develop short- and long-term operational plans. In particular, the exclusion of certain expenses in calculating Adjusted EBITDA can provide a useful measure for period-to-period comparisons of our core business. Additionally, Adjusted EBITDA is a key financial measure used by the compensation committee of our Board of Directors and our Chief Executive Officer in connection with the payment of incentive compensation to our executive officers and other members of our management team. Accordingly, we believe that Adjusted EBITDA provides useful information to investors and others in understanding and evaluating our operating results in the same manner as our management and Board of Directors. We use total assets as the measure of assets for reportable segments. 12 The following tables provide financial information for our reportable segments, including a reconciliation of Adjusted EBITDA to Income from continuing operations before income taxes and equity in net loss of affiliates, as reported in the Consolidated Statements of Operations: For the three months ended For the nine months ended September 30, September 30, 2024 2023 2024 2023 Revenues Mexico $ 182,517 $ 185,388 $ 615,180 $ 559,487 Peru 186,070 176,177 527,952 515,406 Corporate 44 ( 32 ) 116 ( 38 ) Total Revenues $ 368,631 $ 361,533 $ 1,143,248 $ 1,074,855 Adjusted EBITDA of reportable segments Mexico $ 19,978 $ 21,925 $ 128,098 $ 109,068 Peru 79,788 66,349 209,418 207,062 Total Adjusted EBITDA of reportable segments 99,766 88,274 337,516 316,130 Reconciling items: Corporate ( 8,336 ) ( 9,853 ) ( 28,576 ) ( 28,833 ) Depreciation and amortization expense ( 16,609 ) ( 17,918 ) ( 52,099 ) ( 51,956 ) Loss on impairment of assets — — — ( 1,620 ) Share-based compensation expense ( 2,781 ) ( 1,794 ) ( 7,077 ) ( 4,894 ) Operating income 72,040 58,709 249,764 228,827 Interest income 2,356 2,830 6,271 6,939 Interest expense ( 4,979 ) ( 5,169 ) ( 14,769 ) ( 17,258 ) Other income, net 923 66 483 198 Foreign currency gain (loss), net 14,523 9,755 36,367 ( 51,554 ) Gain (loss) on disposal of subsidiaries, net — 3,260 ( 3,086 ) 3,567 Income from continuing operations before income taxes and equity in net loss of affiliates $ 84,863 $ 69,451 $ 275,030 $ 170,719 September 30, 2024 December 31, 2023 Assets Mexico $ 1,174,863 $ 1,396,605 Peru 584,324 559,428 Corporate 167,972 169,583 Total assets $ 1,927,159 $ 2,125,616 Note 5. Goodwill The change in the net carrying amount of Goodwill from December 31, 2023 through September 30, 2024 was composed of the following items: Mexico Peru Total Balance at December 31, 2023 $ 588,431 $ 73,051 $ 661,482 Currency translation adjustments ( 81,233 ) ( 1,528 ) ( 82,761 ) Balance at September 30, 2024 $ 507,198 $ 71,523 $ 578,721 13 Note 6. Debt Outstanding long-term debt was as follows: September 30, 2024 December 31, 2023 Senior long-term debt: Senior Secured Credit Facility (stated maturity date September 18, 2028) $ 66,000 $ 59,000 Other debt: Lines of credit 9,707 10,864 Notes payable and other debt 28,250 40,009 Total senior and other debt 103,957 109,873 Finance lease obligations and sale-leaseback financings 50,855 57,568 Total long-term debt and finance leases 154,812 167,441 Less: total unamortized deferred financing costs 2,018 2,372 Less: current portion of long-term debt and finance leases 22,955 52,828 Long-term debt and finance leases, less current portion $ 129,839 $ 112,241 Senior Secured Credit Facility As of September 30, 2024, the Company maintained a revolving credit facility under its credit agreement (the Amended Credit Agreement) that provided for $ 145,000 of revolving credit loans, which matured on October 7, 2024 (the Series 2024 Tranche) and $ 155,000 of revolving credit loans maturing September 2028 (the Series 2028 Tranche) for a $ 300,000 aggregate revolving credit facility (the Revolving Credit Facility). Accordingly, effective October 7, 2024, the borrowing capacity of the Revolving Credit Facility is $ 155,000 . The credit available to be borrowed under the Amended Credit Agreement, whether as revolving loans or term loans, if any, are referred to herein collectively as the “Senior Secured Credit Facility.” As of September 30, 2024 and December 31, 2023, the Senior Secured Credit Facility had a total outstanding balance of $ 66,000 and $ 59,000 , respectively. Estimated Fair Value of Debt As of September 30, 2024 and December 31, 2023, the estimated fair value of our debt approximated its carrying value. Certain Covenants As of September 30, 2024, our Amended Credit Agreement contained certain negative covenants including, among others: (1) limitations on additional indebtedness; (2) limitations on dividends; (3) limitations on asset sales, including the sale of ownership interests in subsidiaries and sale-leaseback transactions; and (4) limitations on liens, guarantees, loans or investments. The Amended Credit Agreement also provides, solely with respect to the revolving credit facility, that the Company shall not permit its Consolidated Senior Secured Debt to Consolidated EBITDA ratio, as defined in the Amended Credit Agreement, to exceed 3.00 x as of the last day of each quarter commencing with the quarter ending December 31, 2019 and thereafter. The agreement also provides that if less than 25 % of the revolving credit facility is utilized as of that date, then such financial covenant shall not apply. As of September 30, 2024, these conditions were satisfied and, therefore, we were not subject to the leverage ratio covenant. In addition, indebtedness at some of our locations contain financial maintenance covenants. We were in compliance with these covenants as of September 30, 2024. Note 7. Commitments and Contingencies Loss Contingencies Laureate is subject to legal actions arising in the ordinary course of its business. In management's opinion, we have adequate legal defenses, insurance coverage and/or accrued liabilities with respect to the eventuality of such actions. We do not believe that any settlement would have a material impact on our Consolidated Financial Statements. 14 Income Tax Contingencies As of September 30, 2024 and December 31, 2023, Laureate had recorded cumulative liabilities for income tax contingencies of $ 132,267 and $ 140,492 , respectively. Non-Income Tax Loss Contingencies Laureate has accrued liabilities for certain civil actions against our institutions, a portion of which existed prior to our acquisition of these entities. Laureate intends to vigorously defend against these matters. As of September 30, 2024 and December 31, 2023, approximately $ 18,500 and $ 19,800 , respectively, of loss contingencies were included in Other long-term liabilities and Other current liabilities on the Consolidated Balance Sheets. We have also identified certain loss contingencies that we have assessed as being reasonably possible of loss, but not probable of loss, and could have an adverse effect on the Company’s results of operations if the outcomes are unfavorable. In the aggregate, we estimate that the reasonably possible loss for these unrecorded contingencies could be up to approximately $ 23,500 if the outcomes were unfavorable. Guarantees During the first quarter of 2021, one of our Peruvian institutions issued a bank guarantee in order to appeal a preliminary tax assessment received related to tax audits of 2014 and 2015. In addition, during the fourth quarter of 2023, the same institution issued a bank guarantee in order to appeal a tax assessment received related to the tax audit of 2009. During the third quarter of 2024, the Peruvian institution paid the tax assessment related to the 2009 tax audit, and therefore the related bank guarantee was released. As of September 30, 2024 and December 31, 2023, the total amount of the guarantees was approximately $ 7,300 and $ 12,700 , respectively. 15 Note 8. Stockholders’ Equity The components of net changes in stockholders’ equity for the nine months ended September 30, 2024 are as follows: Laureate Education, Inc. Stockholders Common stock Additional paid-in capital Retained earnings Accumulated other comprehensive loss Non-controlling interests Total stockholders’ equity Shares Amount Balance at December 31, 2023 157,586 $ 630 $ 1,179,721 $ 41,862 $ ( 272,144 ) $ ( 2,329 ) $ 947,740 Non-cash share-based compensation — — 1,409 — — — 1,409 Purchase and retirement of common stock ( 2,607 ) ( 10 ) ( 19,512 ) ( 13,700 ) — — ( 33,222 ) Exercise of stock options and vesting of restricted stock units, net of shares withheld to satisfy tax withholding 181 1 ( 774 ) — — — ( 773 ) Equitable adjustments to stock-based awards — — 21 — — — 21 Net loss — — — ( 10,751 ) — ( 97 ) ( 10,848 ) Foreign currency translation adjustment, net of tax of $ 0 — — — — 26,883 — 26,883 Balance at March 31, 2024 155,160 $ 621 $ 1,160,865 $ 17,411 $ ( 245,261 ) $ ( 2,426 ) $ 931,210 Non-cash share-based compensation — — 2,887 — — — 2,887 Purchase and retirement of common stock ( 2,661 ) ( 11 ) ( 21,781 ) ( 17,411 ) — — ( 39,203 ) Exercise of stock options and vesting of restricted stock units, net of shares withheld to satisfy tax withholding 47 — 91 — — — 91 Equitable adjustments to stock-based awards — — 19 — — — 19 Net income — — — 128,130 — 221 128,351 Foreign currency translation adjustment, net of tax of $ 0 — — — — ( 107,546 ) — ( 107,546 ) Balance at June 30, 2024 152,546 $ 610 $ 1,142,081 $ 128,130 $ ( 352,807 ) $ ( 2,205 ) $ 915,809 Non-cash share-based compensation — — 2,781 — — — 2,781 Purchase and retirement of common stock ( 1,895 ) ( 7 ) ( 14,190 ) ( 14,381 ) — — ( 28,578 ) Exercise of stock options and vesting of restricted stock units, net of shares withheld to satisfy tax withholding 34 — 80 — — — 80 Equitable adjustments to stock-based awards — — ( 3 ) — — — ( 3 ) Net income (loss) — — — 85,463 — ( 136 ) 85,327 Foreign currency translation adjustment, net of tax of $ 0 — — — — ( 80,091 ) — ( 80,091 ) Balance at September 30, 2024 150,685 $ 603 $ 1,130,749 $ 199,212 $ ( 432,898 ) $ ( 2,341 ) $ 895,325 Stock Repurchases On March 5, 2024, the Company entered into a stock purchase agreement with each of ILM Investments Limited Partnership, Torreal Sociedad de Capital Riesgo S.A., Pedro del Corro García-Lomas, a member of Laureate’s Board of Directors, Ana Gómez Cuesta and José Diaz-Rato Revuelta (together, the Torreal Sellers), pursuant to which the Company purchased an aggregate of 2,607 shares of its common stock from the Torreal Sellers at a purchase price of $ 12.62 per share for an aggregate purchase price of $ 32,894 . On May 6, 2024, the Company entered into a stock purchase agreement with each of Snow Phipps Group, LLC, Snow Phipps Group, L.P., Snow Phipps Group (B), L.P., Snow Phipps Group (Offshore), L.P., Snow Phipps Group (RPV), L.P. and SPG Co-Investment, L.P. (together, the Snow Phipps Sellers), pursuant to which the Company purchased an aggregate of 2,115 shares of its common stock from the Snow Phipps Sellers at a purchase price of $ 14.64 per share for an aggregate purchase price of $ 30,958 . During the three months ended June 30, 2024 and the three months ended September 30, 2024, the Company repurchased 546 shares and 1,895 shares, respectively, of its common stock on the open market at prevailing market prices pursuant to a Rule 10b5-1 stock repurchase plan, in accordance with applicable rules and regulations promulgated under the Securities Exchange Act of 1934, as amended (the Exchange Act), for total open market repurchases during the nine months ended September 30, 2024 of approximately $ 36,148 . 16 The above repurchases were pursuant to the Company’s existing $ 100,000 stock purchase program that was announced on February 22, 2024 and completed in September 2024 . Under this stock repurchase program, all shares repurchased are immediately retired. Upon retirement of repurchased stock, the excess of the purchase price plus excise tax over par value is allocated to additional paid-in capital, subject to certain limitations. Any remainder is allocated to retained earnings to the extent that positive retained earnings exist. New Stock Repurchase Program On September 13, 2024, the Company announced that its Board of Directors had approved a new stock repurchase program to acquire up to $ 100,000 of the Company’s common stock. The Company intends to finance the repurchases with free cash flow, excess cash and liquidity on-hand, including available capacity under its Revolving Credit Facility. The Company’s proposed repurchases may be made from time to time on the open market at prevailing market prices, in privately negotiated transactions, in block trades and/or through other legally permissible means, depending on market conditions and in accordance with applicable rules and regulations promulgated under the Exchange Act. Repurchases may be effected pursuant to a trading plan adopted in accordance with Rule 10b5-1 of the Exchange Act. The Company’s board will review the share repurchase program periodically and may authorize adjustment of its terms and size or suspend or discontinue the program. The components of net changes in stockholders’ equity for the nine months ended September 30, 2023 are as follows: Laureate Education, Inc. Stockholders Common stock Additional paid-in capital Retained earnings Accumulated other comprehensive loss Treasury stock at cost Non-controlling interests Total stockholders’ equity Shares Amount Balance at December 31, 2022 157,013 $ 923 $ 2,204,755 $ 39,244 $ ( 442,424 ) $ ( 1,026,272 ) $ ( 1,869 ) $ 774,357 Non-cash share-based compensation — — 1,124 — — — — 1,124 Exercise of stock options and vesting of restricted stock units, net of shares withheld to satisfy tax withholding 161 1 ( 448 ) — — — — ( 447 ) Equitable adjustments to stock-based awards — — ( 13 ) — — — — ( 13 ) Change in noncontrolling interests — — 16 — — — ( 140 ) ( 124 ) Net loss — — — ( 26,607 ) — — ( 155 ) ( 26,762 ) Foreign currency translation adjustment, net of tax of $ 0 — — — — 72,791 — 6 72,797 Balance at March 31, 2023 157,174 $ 924 $ 2,205,434 $ 12,637 $ ( 369,633 ) $ ( 1,026,272 ) $ ( 2,158 ) $ 820,932 Non-cash share-based compensation — — 1,976 — — — — 1,976 Retirement of treasury stock — ( 295 ) ( 1,025,977 ) — — 1,026,272 — — Exercise of stock options and vesting of restricted stock units, net of shares withheld to satisfy tax withholding 46 — 44 — — — — 44 Equitable adjustments to stock-based awards — — 24 — — — — 24 Net income — — — 56,177 — — 136 56,313 Foreign currency translation adjustment, net of tax of $ 0 — — — — 92,007 — ( 92 ) 91,915 Balance at June 30, 2023 157,220 $ 629 $ 1,181,501 $ 68,814 $ ( 277,626 ) $ — $ ( 2,114 ) $ 971,204 Non-cash share-based compensation — — 1,794 — — — — 1,794 Exercise of stock options and vesting of restricted stock units, net of shares withheld to satisfy tax withholding 147 — 1,032 — — — — 1,032 Equitable adjustments to stock-based awards — — 2 — — — — 2 Net income (loss) — — — 36,158 — — ( 177 ) 35,981 Foreign currency translation adjustment, net of tax of $ 0 — — — — ( 46,373 ) — 2 ( 46,371 ) Balance at September 30, 2023 157,367 $ 629 $ 1,184,329 $ 104,972 $ ( 323,999 ) $ — $ ( 2,289 ) $ 963,642 Retirement of Treasury Stock On May 24, 2023, the Company’s Board of Directors approved the retirement of all outstanding shares of treasury stock, which totaled 73,766 shares. The Company recorded the purchases of treasury stock at cost as a separate component within stockholders’ equity in the Consolidated Balance Sheets. Upon retirement of the treasury stock, the Company allocated the excess of the purchase price over par value to additional paid-in capital, subject to certain limitations. 17 Share-based Compensation Expense During the three and nine months ended September 30, 2024 and 2023, the Company recorded share-based compensation expense for restricted stock unit awards of $ 2,781 and $ 1,794 , respectively, and $ 7,077 and $ 4,894 , respectively. Accumulated Other Comprehen sive Income (Loss) Accumulated other comprehensive income (loss) (AOCI) in our Consolidated Balance Sheets includes the accumulated translation adjustments arising from translation of foreign subsidiaries’ financial statements, the unrealized gain on a derivative designated as an effective net investment hedge, and the accumulated net gains or losses that are not recognized as components of net periodic benefit cost for our minimum pension liability. The AOCI related to the net investment hedge will be deferred from earnings until the sale or liquidation of the hedged investee. The components of these balances were as follows: September 30, 2024 December 31, 2023 Laureate Education, Inc. Noncontrolling Interests Total Laureate Education, Inc. Noncontrolling Interests Total Foreign currency translation adjustment $ ( 442,808 ) $ 962 $ ( 441,846 ) $ ( 282,054 ) $ 962 $ ( 281,092 ) Unrealized gain on derivatives 10,416 — 10,416 10,416 — 10,416 Minimum pension liability adjustment ( 506 ) — ( 506 ) ( 506 ) — ( 506 ) Accumulated other comprehensive loss $ ( 432,898 ) $ 962 $ ( 431,936 ) $ ( 272,144 ) $ 962 $ ( 271,182 ) Note 9. Income Taxes Laureate's income tax provisions f or all periods consist of federal, state and foreign income taxes. The tax provisions for the nine months ended September 30, 2024 and 2023 are based on estimated full-year effective tax rates, adjusted for discrete income tax items related specifically to the interim periods. Laureate has operations in multiple countries at various statutory tax rates and other operations that are loss-making entities for which it is not more likely than not that a tax benefit will be realized on the loss. For the nine months ended September 30, 2024, the Company recognized income tax expense of $ 72,526 , as compared to $ 101,379 in the prior year period. The Company recognized a net deferred tax benefit of approximately $ 37,900 during the three months ended September 30, 2024 related to the release of a deferred tax liability that was no longer required upon completion of an entity restructuring following regulatory approval. Income tax expense for the nine months ended September 30, 2024 and 2023 was attributable to pretax income, the jurisdictional mix of earnings, and pretax losses for which the Company cannot recognize a tax benefit as well as, for 2024, the discrete tax benefit described above. In addition, the Company benefited from changes in reserves for uncertain tax positions in both periods. 18 Note 10. Earnings (Loss) Per Share Laureate computes basic earnings per share (EPS) by dividing income available to common shareholders by the weighted average number of common shares outstanding for the reporting period. Diluted EPS reflects the potential dilution that would occur if share-based compensation awards were exercised or converted into common stock. To calculate the diluted EPS, the basic weighted average number of shares is increased by the dilutive effect of stock options, restricted stock units, and any other share-based compensation arrangements determined using the treasury stock method. The following tables summarize the computations of basic and diluted earnings (loss) per share: For the three months ended September 30, 2024 2023 Numerator used in basic and diluted earnings (loss) per common share for continuing operations: Income from continuing operations $ 85,331 $ 35,735 Loss attributable to noncontrolling interests 136 177 Net income from continuing operations for basic and diluted earnings per share $ 85,467 $ 35,912 Numerator used in basic and diluted earnings (loss) per common share for discontinued operations: Net (loss) income from discontinued operations for basic and diluted (loss) earnings per share $ ( 4 ) $ 246 Denominator used in basic and diluted earnings per common share: Basic weighted average shares outstanding 151,577 157,268 Dilutive effect of stock options 216 226 Dilutive effect of restricted stock units 382 310 Diluted weighted average shares outstanding 152,175 157,804 Basic and diluted earnings (loss) per share: Income from continuing operations $ 0.56 $ 0.23 (Loss) income from discontinued operations — — Basic and diluted earnings per share $ 0.56 $ 0.23 19 For the nine months ended September 30, 2024 2023 Numerator used in basic and diluted earnings (loss) per common share for continuing operations: Income from continuing operations $ 202,497 $ 69,337 Loss attributable to noncontrolling interests 12 196 Net income from continuing operations for basic and diluted earnings per share $ 202,509 $ 69,533 Numerator used in basic and diluted earnings (loss) per common share for discontinued operations: Net income (loss) from discontinued operations for basic and diluted earnings (loss) per share $ 333 $ ( 3,805 ) Denominator used in basic and diluted earnings (loss) per common share: Basic weighted average shares outstanding 154,151 157,217 Dilutive effect of stock options 213 219 Dilutive effect of restricted stock units 332 234 Diluted weighted average shares outstanding 154,696 157,670 Basic and diluted earnings (loss) per share: Income from continuing operations $ 1.31 $ 0.44 Income (loss) from discontinued operations — ( 0.02 ) Basic and diluted earnings per share $ 1.31 $ 0.42 The following table summarizes the number of restricted stock units that were excluded from the diluted EPS calculations because the effect would have been antidilutive: For the three months ended September 30, For the nine months ended September 30, 2024 2023 2024 2023 Restricted stock units 231 — 104 12 Note 11. Related Party Transactions Stock Repurchases As discussed in Note 8, Stockholders’ Equity, on March 5, 2024 , the Company entered into a stock purchase agreement with the Torreal Sellers pursuant to which the Company purchased an aggregate of 2,607 shares of its common stock from the Torreal Sellers at a purchase price of $ 12.62 per share for an aggregate purchase price of $ 32,894 . Additionally, on May 6, 2024, the Company entered into a stock purchase agreement with the Snow Phipps Sellers pursuant to which the Company purchased an aggregate of 2,115 shares of its common stock from the Snow Phipps Sellers at a purchase price of $ 14.64 per share for an aggregate purchase price of $ 30,958 . These repurchases, which were approved as related party transactions by the Audit and Risk Committee of the Company’s Board of Directors, were pursuant to the Company’s $ 100,000 share repurchase program that was announced on February 22, 2024 and was completed in September 2024 . 20 Note 12. Legal and Regulatory Matters Laureate is subject to legal proceedings arising in the ordinary course of business. In management’s opinion, we have adequate legal defenses, insurance coverage, and/or accrued liabilities with respect to the eventuality of these actions. Management believes that any settlement would not have a material impact on Laureate’s financial position, results of operations, or cash flows. Our institutions are subject to uncertain and varying laws and regulations, and any changes to these laws or regulations or their application to us may materially adversely affect our business, financial condition and results of operations. There have been no material changes to the laws and regulations affecting our higher education institutions that are described in our 2023 Form 10‑K. Note 13. Supplemental Cash Flow Information Reconciliation of Cash and cash equivalents and Restricted cash The following table provides a reconciliation of cash, cash equivalents and restricted cash reported within the Consolidated Balance Sheets, as well as the September 30, 2023 balance. The September 30, 2024 and September 30, 2023 balances sum to the amounts shown in the Consolidated Statements of Cash Flows for the nine months ended September 30, 2024 and 2023: September 30, 2024 September 30, 2023 December 31, 2023 Cash and cash equivalents $ 134,409 $ 130,862 $ 89,392 Restricted cash 6,306 7,587 7,505 Total Cash and cash equivalents and Restricted cash shown in the Consolidated Statements of Cash Flows $ 140,715 $ 138,449 $ 96,897 Restricted cash represents cash that is not immediately available for use in current operations. 21