Good afternoon, ladies and gentlemen. Welcome to the APEI Fourth Quarter 2022 Results Conference Call. At this time, all participants are in a listen-only mode and please be advised that this call is being recorded. [Operator Instructions] And now at this time, I'll turn things over to Mr. Ryan Koren, AVP of Investor Relations. Please go ahead, sir.

Thank you, and good afternoon, everyone. Welcome to American Public Education's conference call to discuss fourth quarter 2022 financial and operating results. Joining me on the call today are Angela Selden, President and Chief Executive Officer; Rick Sunderland, Executive Vice President and Chief Financial Officer; and Steve Somers, Senior Vice President and Chief Strategy and Corporate Development Officer. Materials for the conference call today are available under the Events & Presentations section of the APEI website. Please note that statements made during this conference call and any accompanying presentation materials regarding APEI and its subsidiaries that are not historical facts may be forward-looking statements based on current expectations, assumptions, estimates and projections about APEI and the industry. In some cases, forward-looking statements may be identified by words such as anticipate, believe, seek, could, estimate, expect, can, may, plan, should, will, would and similar words or their opposites. Forward-looking statements include, without limitation, statements regarding expected growth, registrations and enrollments, revenue, net income, earnings per share and EBITDA as well as other earnings guidance, expectations regarding initiatives to improve NCLEX pass rates and reposition Rasmussen University for growth, plans and expectations with respect to other recent, current and future initiatives, including with respect to leadership and future competition, demand or expectations for non-military enrollment at APUS and for nursing education. Forward-looking statements are subject to risks and uncertainties that could cause actual results to differ materially from those expressed or implied by such statements. These risks and uncertainties include, among others, risks related to changes in management, our ability to meet regulatory and accreditor requirements such as NCLEX pass rates and retention rates, regulatory matters such as the impact of amended 90/10 rules or dependence on effectiveness of our ability to attract students who persist and are likely to succeed in our institutions programs changing market demands, impacts of increases in labor costs and enrollment trends, the reduction elimination suspension of tuition assistance, challenges with integrating acquisitions, competitive pressures and those described in our presentation, today's press release, the company's Form 10-K filed with the SEC today and other SEC filings. The company undertakes no obligation to update publicly any forward-looking statements for any reason unless required by law, even if new information becomes available or other events occur in the future. This presentation contains references to non-GAAP financial information. A reconciliation between the non-GAAP financial measures we use and the most directly comparable GAAP measures is located in the appendix to our presentation and in our earnings release. Management believes that our presentation of non-GAAP financial information provides useful supplemental information to investors regarding our results of operations and should only be considered in addition to and not as a substitute for or superior to any measure of financial performance prepared in accordance with GAAP. I will now turn the call over to our CEO, Angela Selden. Angie, please go ahead.

Thank you, Ryan. Good afternoon, and thank you for joining our call to discuss 4Q '22 and full year 2022 results for American Public Education. As you can see from today's APEI press release, we met or exceeded 4Q '22 guidance for enrollment, revenue and adjusted EBITDA results. Rick Sunderland, APEI's CFO, will discuss the 4Q '22 financial results in further detail and first quarter 2023 guidance during his remarks. I would like to start by providing some commentary on the state of APEI and our education units and what we see for 2023. There are three key themes: First, momentum continues to improve at three of APEI's four education units. We're fully staffed, dedicated and permanent leadership are present. For the full year 2023, we expect revenue growth, EBITDA increases and margin expansion at APUS, Hondros College of Nursing, and Graduate School USA. Second, 2023 will be a year of rebuilding at Rasmussen University to replenish leadership, and drive enrollment momentum for long-term sustainable growth and profitability. Rasmussen's online total enrollments were positive in Q1 '23 for the second consecutive quarter. However, Rasmussen's cohort-based, on-ground nursing and residential healthcare enrollment declined in part in 4Q '22 due to tightened admissions policies and enrollment caps in some markets. We believe this is having a disproportionate and negative impact on starts in both the first quarter and first half of 2023, which in turn will impact full year 2023 revenue and EBITDA. We have put several initiatives in place to help drive enrollments and reduce cost to position the university for overall future growth and success, which I'll describe shortly. However, the nursing enrollment declines will weigh on APEI's overall financial results for 2023. We believe that these enrollment challenges were in part directly related to both the unexpected departures of…

Thank you, Angie. Total revenue for the fourth quarter was approximately $152 million, down 1% from the prior year period due primarily to a $7.6 million or 11% decline in revenue at Rasmussen, offset partly by the inclusion of Graduate School revenue of $5.7 million in the 2022 period. On a full year basis, revenue was approximately $606 million in 2022 compared to $419 million in 2021. Note, we acquired Rasmussen on September 1, 2021, and Graduate School in January 2022. And therefore, the 2021 year includes only four months of Rasmussen revenue and no revenue from Graduate School. At APUS, revenue was approximately $73 million for the fourth quarter, roughly flat as compared to the prior year period due to a mix shift at higher net course registrations in the current quarter period were driven by active-duty military, offset by a decrease in veterans and non-military, the latter of which are charged higher tuition and fees. On a full year basis, APUS revenue increased approximately 1% to $285 million driven by a 1.5% increase in 2022 net course registrations compared to the prior year period. Hondros fourth quarter revenue was approximately $12.6 million which is an increase of 2.8% as compared to the prior year period. For the full year 2022, Hondros revenue was $47.1 million, also up 2.8% compared to the full year 2021. Rasmussen's fourth quarter revenue was down approximately 11% compared to the prior year period, driven by a decline in enrollment and a slight mix shift towards more online students, which generally pay lower tuition than Rasmussen's on-ground nursing students. Additionally, consolidated revenue for the quarter and the full year includes $5.7 million and $21.1 million, respectively, of Graduate School USA revenue in Corporate and Other. On a consolidated basis, APEI adjusted EBITDA was $15.4…

[Operator Instructions] And we'll take our first question this afternoon from Matthew Filek of William Blair.

This is Matt Filek on for Stephen Sheldon. To start, what Rasmussen nursing campuses are currently not meeting state nursing board standards for first time NCLEX pass rates and have those campuses received sanctions from the nursing boards in the form of enrollment caps. Just looking for some more clarity on the impact of the NCLEX score issue on enrollments?

It's Angie Selden. I'm happy to begin answering your question. I'll start by saying that the the caps that we have in two states in Minnesota and in Illinois are primarily sanctioned by us. In Minnesota, in particular, we have voluntarily identified caps in our nursing program. As we stated on previous earnings calls, largely because we wanted to ensure that we had sufficient clinical slots and faculties to oversee those clinicals to ensure that the students that we had already enrolled in the program could persist and complete. So in Minnesota, those enrollment caps are self-imposed. In Illinois, we have been asked by the Board of Nursing to achieve an enrollment level that they've asked us to achieve. And we continue to work very positively with the Illinois Board of Nursing on those enrollment levels.

Yes. And then I guess, just to clarify, so in your campuses outside of Illinois and Minnesota, how are NCLEX scores looking there? And is there any risk that nursing boards in those states impose enrollment sanctions looking ahead?

Good question. So we are seeing a national trend in 2022 as a result of COVID, where essentially, institutions across the board are seeing NCLEX scores below prior year performance. Each board of nursing in each state has a different way of measuring the standard of achievement in NCLEX. And we are continuing to work collaboratively with our remaining states about our NCLEX performance and have not received any notification from them about any concerns that they have about our NCLEX performance so far.

And then another question. I know you guys talked about some pricing increases across your educational units, just looking for some more context on how that might affect revenue per enrolment?

Great question, and thank you for that. Yes. We -- in the case of our campuses, we're seeing anywhere -- our campus-based programs we're seeing anywhere between 5% and 10% price increase. And we believe for those programs that, that is going to have a meaningful impact on offsetting the faculty cost. We're also really looking carefully now, in particular at those campus based programs both at Hondros and Rasmussen, to ensure that we have full productivity of our campus-based faculty and that the courses and the classrooms that they're teaching are being fully utilized by students. So there's a cost structure component, but there's also a utilization component that we really think will help us improve the overall revenue and cost ratio inside the campus-based businesses.

We go next now to Raj Sharma at B. Riley.

I would like to understand better just a few months ago, you had announced these changes in pro forma EBITDA for the year, changes in cost structure and the different initiatives that you're playing. Can you please give us more color on have those initiatives been enacted? Would they still deliver results, of course, offset by declining revenues or those initiatives are not playing out either. Can you please break that down?

Sure. Raj, this is Angie. We have fully implemented and seen the benefits of those initiatives. And when we look at -- where we are from an enrollment perspective now versus what the enrollment level was that went into the September supplement. There's meaningful departure in the enrollment levels. And that's really the only difference that we're seeing right now in that point in time versus the point in time that we're in right now. So as you can imagine, we are laser-focused on healthy enrollment momentum at Rasmussen, so ensuring that the students that we enroll are able to successfully persisting and pass the NCLEX exam the first time. It's a really important measure of our contribution to the student success. And so in doing so, some of the policies that we implemented recently have narrowed the pipeline of students that we are contemplating for the program. And I would say one of the bigger things that has changed that enrollment trajectory really was the reorganization and operational improvement that we made in the fourth quarter of '22. We have assigned people their new responsibilities that had a disproportionate effect on 1Q '23 enrollment results. And that, coupled with the fact that we had some unexpected leadership departures at the enrollments and senior leadership levels has made 1Q '23, not the quarter we had hoped or expected. We do believe we have line of sight to the initiatives and the activities that are necessary to get Rasmussen back to enrollment levels that you saw in the supplement last year. And we have confidence that we have many of the team members in place, including the great news of having [Duane Bortoto] rejoin us as Chief Operations Officer, one of our key enrollment leaders who departed in the fourth quarter and then returned in February. So we are on a path to implementing the initiatives that we've outlined to return to the enrollment levels that we had seen in 2022, and we believe that we have the necessary actions in place to return to those levels and more.

I mean, would you characterize the decline -- would you characterize this new pro forma EBITDA number to be -- to have been completely offset by these enrollment declines, the gains that you were expecting this year from your initiatives, have they been offset or only partially offset and that you have a line of sight into second half that helps you perhaps to regain some of it.

Well, a good question, Raj. I mentioned to you that we're really pleased with the both the enrollment momentum and the margin expansion at APUS at Hondros and at Graduate School. So in each of those cases, those cost initiatives that we undertook at the end of last year have taken hold and are really bearing fruit. As you can imagine, with a campus-based high fixed cost model that Rasmussen has for more than half of its revenue, there's an enrollment level that we need to achieve after which you can see margin expansion occur. And so we need to return to those enrollment levels. It's not a -- it's not out of reach for us to be able to get to those enrollment levels and more, and it's a modest decline in enrollment for a significant negative impact in the EBITDA performance. But like I said, we have the people in place and the initiatives in place, we're going to fill a couple of additional leadership, open leadership slots, but I have confidence that the team will be actively implementing the initiatives to return to those enrollment levels within reach.

And then could you talk a little bit about -- give more color on the integration of Rasmussen. Would you characterize the integration of Rasmussen has been significantly worse than expected? The reason behind the departures, I mean how many departures is there. Could you give some more color on that, please?

Sure. I don't see this as a post-merger integration issue. I see it as a very seasoned leadership team with the folks leaving, having dozens of years of experience at Rasmussen. And I think you couple that loss of legacy knowledge and history with the fact that those departures occurred at a time when we simplified the organizational structure to a campus-based operating model and an online-based operating model. And that change for the folks inside of Rasmussen had to be managed without the senior leadership in place, in some cases, to be able to help them get to the new organizational structure and the new operating model. So those two things happened simultaneously, but in an unexpected manner. I believe that refreshment will make the university stronger and that we are allowing very seasoned next-level folks elevate into operating roles. I'm pleased to say that all five of our enrollment and operations folks have at least 10 years each experience with the university and have been able to step up and step into new roles. And so we're allowing people who have deep expertise at Rasmussen to rise up into the next level and really perform. We have seasoned academic leadership as well. Our Provost is probably one of the least experienced inside of Rasmussen, at the university, having been here just about a year now. But I have very -- I have a lot of confidence in this team. And our open search for the President is something that is a high priority and we will continue to do that very actively and aggressively. In the meantime, I spend a really important amount of my time really focused on the performance improvement at Rasmussen and also making sure I'm hearing from the team, the ideas that they have for growth as well as many of the obstacles that they may suggest that we need to remove in order to help them get there faster.

And then just lastly, can you please talk about maybe Rick can. Can you talk about the preferred, the thinking behind the preferred. What was the need for the rationale for and the terms around it?

Yes. Thank you, Raj. Really to replace debt with some equity for purposes of our once-a-year calculation on the composite score, we wanted to combine the proceeds from the preferred, again, replacing equity with debt -- with equity with incremental debt pay down to really, I guess, shore up the composite score at the 1.5 or above level.

[Operator Instructions] Okay. Ladies and gentlemen, it appears that we have no further questions today. So that will bring us to the close of APEI's fourth quarter 2022 results conference call. Again, I would like to thank you all so much for joining us today and wish you all a great afternoon. Goodbye.