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What changed in UNIVERSAL TECHNICAL INSTITUTE INC's 10-K — 2023 vs 2024

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Paragraph-level year-over-year comparison of UNIVERSAL TECHNICAL INSTITUTE INC's 2023 and 2024 10-K annual filings, covering the Business, Risk Factors, Legal Proceedings, Cybersecurity, MD&A and Market Risk sections. Every new, removed and edited paragraph is highlighted side-by-side so you can see exactly what management changed in the 2024 report.

+355 added−341 removedSource: 10-K (2024-12-05) vs 10-K (2023-12-01)

Top changes in UNIVERSAL TECHNICAL INSTITUTE INC's 2024 10-K

355 paragraphs added · 341 removed · 256 edited across 6 sections

Item 1. Business

Business — how the company describes what it does

92 edited+47 added−15 removed126 unchanged
Biggest changeWorth, Texas (2) March 2023 In Process Sacramento, California (2) December 2023 In Process Mooresville, North Carolina; NASCAR Technical Institute (NASCAR Tech) (2) December 2024 Renewed Avondale, Arizona (2) February 2025 Renewed Orlando, Florida (2) February 2025 Renewed Houston, Texas (2) February 2025 Renewed Lisle, Illinois (2) February 2025 Renewed Rancho Cucamonga, California (2) February 2025 Renewed Avondale, Arizona; Motorcycle Mechanics Institute (MMI) (2) May 2025 Renewed Bloomfield, New Jersey (1) May 2025 Renewed Canton, Michigan (MIAT) (1) July 2026 Renewed Long Beach, California (1) September 2027 Renewed Exton, Pennsylvania (2) October 2028 Renewed Austin, Texas (3) May 2024 Approved Miramar, Florida (3) September 2024 Approved (1) Indicates a school that has achieved School of Distinction status during its most recent renewal of accreditation, which recognizes accredited member schools that demonstrated a commitment to the expectations and rigors of ACCSC accreditation, as well as a commitment to delivering quality educational programs to students.
Biggest changeWorth, Texas (2) March 2029 Renewed Austin, Texas May 2029 Renewed Sacramento, California (2) December 2029 Renewed Mooresville, North Carolina; NASCAR Technical Institute (NASCAR Tech) (2) December 2029 Renewed (1) Indicates a school that has achieved School of Distinction status during its most recent renewal of accreditation, which recognizes accredited member schools that demonstrated a commitment to the expectations and rigors of ACCSC accreditation, as well as a commitment to delivering quality educational programs to students.
Return on Education We provide an excellent return on our students’ education investment by working with corporate partners and local communities to offer educational programs that are tailored to professional and industry standards.
Return on Education Investment We provide an excellent return on our students’ education investment by working with corporate partners and local communities to offer educational programs that are tailored to professional and industry standards.
UTI Location Brand Year Campus Opened Current Principal Programs Arizona (Avondale) UTI 1965 Airframe & Powerplant; Automotive; Diesel; Welding Arizona (Avondale) MMI 1973 Motorcycle California (Long Beach) UTI 2015 Airframe & Powerplant; Automotive; Diesel; Collision Repair and Refinishing; Welding California (Rancho Cucamonga) UTI 1998 Automotive; Diesel; Industrial Maintenance; Robotics & Automation; Welding; Wind Power California (Sacramento) UTI 2005 Automotive; Diesel; Welding Florida (Miramar) UTI 2022 Automotive; Diesel; Welding Florida (Orlando) UTI/MMI 1986 Automotive; Diesel; Motorcycle; Marine Illinois (Lisle) UTI 1988 Automotive; Diesel; Industrial Maintenance; Robotics & Automation; Welding; Wind Power Michigan (Canton) MIAT 1969 Airframe and Powerplant; Aviation Maintenance; Energy; HVACR; Industrial Maintenance; Robotics & Automation; Wind Power; Welding New Jersey (Bloomfield) UTI 2018 Automotive; Diesel; Welding North Carolina (Mooresville) NASCAR Tech 2002 Automotive; CNC Machining; HVACR; NASCAR; Robotics & Automation; Welding Pennsylvania (Exton) UTI 2004 Automotive; Diesel; Robotics & Automation; Welding Texas (Austin) UTI 2022 Automotive; Diesel; HVACR; Welding Texas (Dallas/Ft.
UTI Location Brand Year Campus Opened Current Principal Programs Arizona (Avondale) UTI 1965 Airframe & Powerplant; Automotive; Diesel; HVACR; Welding Arizona (Avondale) MMI 1973 Motorcycle California (Long Beach) UTI 2015 Airframe & Powerplant; Automotive; Diesel; Collision Repair and Refinishing; HVACR; Welding California (Rancho Cucamonga) UTI 1998 Automotive; Diesel; Industrial Maintenance; Robotics & Automation; Welding; Wind Power California (Sacramento) UTI 2005 Automotive; Diesel; HVACR; Welding Florida (Miramar) UTI 2022 Airframe & Powerplant; Automotive; Diesel; Welding Florida (Orlando) UTI/MMI 1986 Automotive; Diesel; Motorcycle; Marine Illinois (Lisle) UTI 1988 Automotive; Diesel; Industrial Maintenance; Robotics & Automation; Welding; Wind Power Michigan (Canton) MIAT 1969 Airframe and Powerplant; Aviation Maintenance; Energy; HVACR; Industrial Maintenance; Robotics & Automation; Wind Power; Welding New Jersey (Bloomfield) UTI 2018 Automotive; Diesel; HVACR; Welding North Carolina (Mooresville) NASCAR Tech 2002 Automotive; CNC Machining; HVACR; NASCAR; Robotics & Automation; Welding Pennsylvania (Exton) UTI 2004 Automotive; Diesel; Robotics & Automation; Welding Texas (Austin) UTI 2022 Automotive; Diesel; HVACR; Welding Texas (Dallas/Ft.
Such laws and regulations are enforced by federal agencies including the Federal Trade Commission (“FTC”) and the Consumer Financial Protection Bureau (“CFPB”) and various state agencies and state attorneys general.
Such laws and regulations are enforced by federal agencies including the Federal Trade Commission (“FTC”) and the Consumer Financial Protection Bureau (“CFPB”) and by various state agencies and state attorneys general.
UTI Program Year Established Program Focus Target Job Placement (1) Automotive 1965 Diagnose, service and repair automobiles Entry-level service technicians in automotive dealer service departments or automotive repair facilities Diesel 1968 Diagnose, service and repair diesel systems and industrial equipment Entry-level service technicians in medium and heavy truck facilities, truck dealerships, or in service and repair facilities Airframe and Powerplant 1969 Aircraft troubleshooting, hydraulics and pneumatics, powerplant lubrication systems and turbine engine operation Entry-level opportunities in various areas of the aviation industry 6 Table of Contents UTI Program Year Established Program Focus Target Job Placement (1) Automotive/Diesel 1970 Diagnose, service and repair automobiles and diesel systems Entry-level service technicians in automotive repair facilities, automotive dealer service departments, diesel engine repair facilities, medium and heavy truck facilities, truck dealerships, or in service and repair facilities Motorcycle 1973 Diagnose, service and repair motorcycles and all-terrain vehicles Entry-level service technicians in motorcycle dealerships and independent repair facilities Marine 1991 Diagnose, service and repair boats Entry-level service technicians for marine dealerships and independent repair shops, as well as for marinas, boat yards and yacht clubs Collision Repair and Refinishing 1999 How to repair non-structural and structural automobile damage as well as how to prepare cost estimates on all phases of repair and refinishing Entry-level technicians at OEM dealerships and independent repair facilities NASCAR 2002 Automotive training along with additional NASCAR-specific elective courses Entry-level service technicians in automotive dealer service departments or automotive repair facilities, or opportunities in racing-related industries Energy Technology 2007 Associate of Applied Science degree which focuses on power generation, wind power, compression technology and powerplant operations Entry-level positions in the wind, nuclear, gas, coal, power distribution, or solar industries Industrial Maintenance 2007 Diagnose, service, test and repair various types of machinery Entry-level industrial maintenance technician in a wide range of industries including gas, coal, nuclear and solar industries Wind Power 2007 Diagnose, service and repair wind turbine towers Entry-level service technicians for the wind power industry Aviation Maintenance Technology 2012 Perform inspections, routine maintenance and repairs to keep aircraft in operating condition Entry-level service technicians in aviation repair stations and hangers, and on airfields Heating, ventilation, air conditioning and refrigeration (HVACR) 2012 An awareness of safety procedures, knowledge of heating and cooling, familiarity with tools used in the industry, and the ability to perform a variety of manual skills Entry-level service technicians in the heating and cooling industry Welding 2017 How to weld various materials using a wide range of welding processes Entry-level welders in the construction, structural, pipe, mechanical contracting and fabrication industries.
UTI Program Year Established Program Focus Target Job Placement (1) Automotive 1965 Diagnose, service and repair automobiles Entry-level service technicians in automotive dealer service departments or automotive repair facilities 5 Table of Contents UTI Program Year Established Program Focus Target Job Placement (1) Diesel 1968 Diagnose, service and repair diesel systems and industrial equipment Entry-level service technicians in medium and heavy truck facilities, truck dealerships, or in service and repair facilities Airframe and Powerplant 1969 Aircraft troubleshooting, hydraulics and pneumatics, powerplant lubrication systems and turbine engine operation Entry-level opportunities in various areas of the aviation industry Automotive/Diesel 1970 Diagnose, service and repair automobiles and diesel systems Entry-level service technicians in automotive repair facilities, automotive dealer service departments, diesel engine repair facilities, medium and heavy truck facilities, truck dealerships, or in service and repair facilities Motorcycle 1973 Diagnose, service and repair motorcycles and all-terrain vehicles Entry-level service technicians in motorcycle dealerships and independent repair facilities Marine 1991 Diagnose, service and repair boats Entry-level service technicians for marine dealerships and independent repair shops, as well as for marinas, boat yards and yacht clubs Collision Repair and Refinishing 1999 How to repair non-structural and structural automobile damage as well as how to prepare cost estimates on all phases of repair and refinishing Entry-level technicians at OEM dealerships and independent repair facilities NASCAR 2002 Automotive training along with additional NASCAR-specific elective courses Entry-level service technicians in automotive dealer service departments or automotive repair facilities, or opportunities in racing-related industries Energy Technology 2007 Associate of Applied Science degree which focuses on power generation, wind power, compression technology and powerplant operations Entry-level positions in the wind, nuclear, gas, coal, power distribution, or solar industries Industrial Maintenance 2007 Diagnose, service, test and repair various types of machinery Entry-level industrial maintenance technician in a wide range of industries including gas, coal, nuclear and solar industries Wind Power 2007 Diagnose, service and repair wind turbine towers Entry-level service technicians for the wind power industry Aviation Maintenance Technology 2012 Perform inspections, routine maintenance and repairs to keep aircraft in operating condition Entry-level service technicians in aviation repair stations and hangers, and on airfields Heating, ventilation, air conditioning and refrigeration (HVACR) 2012 An awareness of safety procedures, knowledge of heating and cooling, familiarity with tools used in the industry, and the ability to perform a variety of manual skills Entry-level service technicians in the heating and cooling industry Welding 2017 How to weld various materials using a wide range of welding processes Entry-level welders in the construction, structural, pipe, mechanical contracting and fabrication industries.
Concorde Location Year Campus Opened Current Principal Programs California (Garden Grove) 1968 Dental Assistant; Medical Assistant; Pharmacy Technician; Vocational Nursing; Dental Hygiene; Physical Therapist Assistant; Respiratory Therapy California (North Hollywood) 1968 Dental Assistant; Medical Assistant; Vocational Nursing; Physical Therapist Assistant; Respiratory Therapy; Surgical Technology California (San Bernardino) 1968 Dental Assistant; Medical Assistant; Vocational Nursing; Polysomnographic Technology; Dental Hygiene; Respiratory Therapy; Surgical Technology; Neurodiagnostic Technology California (San Diego) 1968 Dental Assistant; Medical Assistant; Vocational Nursing; Cardiovascular Sonography; Dental Hygiene; Diagnostic Medical Sonography; Physical Therapist Assistant; Surgical Technology Colorado (Aurora) 1969 Dental Assistant; Medical Assistant; Practical Nursing; Cardiovascular Sonography; Dental Hygiene; Diagnostic Medical Sonography; Physical Therapist Assistant; Radiologic Technology; Respiratory Therapy; Surgical Technology; Bachelor of Science in Nursing Florida (Jacksonville) 1978 Dental Assistant; Medical Assistant; Phlebotomy Technician; Practical Nursing; Sterile Processing Technician; Cardiovascular Sonography; Dental Hygiene; Diagnostic Medical Sonography; Physical Therapist Assistant; Respiratory Therapy; Surgical Technology Florida (Miramar) 1987 Dental Assistant; Medical Assistant; Pharmacy Technician; Phlebotomy Technician; Sterile Processing Technician; Occupational Therapist Assistant; Physical Therapist Assistant; Respiratory Therapy; Surgical Technology Florida (Orlando) 2010 Dental Assistant; Medical Assistant; Pharmacy Technician; Phlebotomy Technician; Sterile Processing Technician; Dental Hygiene; Surgical Technology Florida (Tampa) 1987 Dental Assistant; Medical Assistant; Pharmacy Technician; Phlebotomy Technician; Sterile Processing Technician; Cardiovascular Sonography; Dental Hygiene; Diagnostic Medical Sonography; Respiratory Therapy; Surgical Technology Mississippi (Southaven) 2013 Dental Assisting; Massage Therapy; Medical Assistant; Medical Office Professional; Dental Assisting; Medical Assisting; Medical Office Professional Missouri (Kansas City) 1986 Dental Assistant; Medical Assistant; Medical Office Administration; Phlebotomy Technician; Practical Nursing; Sterile Processing Technician; Cardiovascular Sonography; Dental Hygiene; Diagnostic Medical Sonography; Physical Therapist Assistant; Respiratory Therapy; Surgical Technology; Bachelor of Science in Nursing Oregon (Portland) 1969 Dental Assistant; Medical Assistant; Practical Nursing; Polysomnographic Technology; Cardiovascular Sonography; Diagnostic Medical Sonography; Respiratory Therapy; Surgical Technology Tennessee (Memphis) 1981 Dental Assisting; Massage Therapy; Medical Assistant; Medical Office Professional; Pharmacy Technician; Phlebotomy Technician; Polysomnographic Technology; Cardiovascular Sonography; Dental Hygiene; Diagnostic Medical Sonography; Neurodiagnostic Technology; Nursing Practice; Occupational Therapy Assistant; Physical Therapist Assistant; Radiologic Technology; Respiratory Therapy; Surgical Technology 10 Table of Contents Concorde Location Year Campus Opened Current Principal Programs Texas (Dallas) 2010 Dental Assistant; Medical Assistant; Vocational Nursing; Cardiovascular Sonography; Dental Hygiene; Diagnostic Medical Sonography; Physical Therapist Assistant; Respiratory Therapy; Surgical Technology Texas (Grand Prairie) 2001 Dental Assistant; Medical Assistant; Phlebotomy Technician; Polysomnographic Technology; Sterile Processing Technician; Vocational Nursing; Dental Hygiene; Surgical Technology; Neurodiagnostic Technology Texas (San Antonio) 2010 Dental Assistant; Medical Assistant; Cardiovascular Sonography; Dental Hygiene; Diagnostic Medical Sonography; Physical Therapist Assistant; Respiratory Therapy; Surgical Technology Online 2013 Dental Assistant; Medical Office Administration; Nursing Practice; Surgical Technology; Bachelor of Science in Nursing Description of Current Concorde Programs Offered Many of Concorde’s students receive their training in a blended training model that combines instructor-facilitated online teaching and demonstrations with hands-on labs.
Concorde Location Year Campus Opened Current Principal Programs California (Garden Grove) 1968 Dental Assistant; Medical Assistant; Pharmacy Technician; Vocational Nursing; Dental Hygiene; Physical Therapist Assistant; Respiratory Therapy; Sterile Processing Technician California (North Hollywood) 1968 Dental Assistant; Medical Assistant; Vocational Nursing; Physical Therapist Assistant; Respiratory Therapy; Sterile Processing Technician; Surgical Technology California (San Bernardino) 1968 Dental Assistant; Medical Assistant; Vocational Nursing; Polysomnographic Technology; Dental Hygiene; Respiratory Therapy; Surgical Technology; Neurodiagnostic Technology; Diagnostic Medical Sonography California (San Diego) 1968 Dental Assistant; Medical Assistant; Vocational Nursing; Cardiovascular Sonography; Dental Hygiene; Diagnostic Medical Sonography; Physical Therapist Assistant; Surgical Technology Colorado (Aurora) 1969 Dental Assistant; Medical Assistant; Practical Nursing; Cardiovascular Sonography; Dental Hygiene; Diagnostic Medical Sonography; Physical Therapist Assistant; Radiologic Technology; Respiratory Therapy; Surgical Technology; Bachelor of Science in Nursing Florida (Jacksonville) 1978 Dental Assistant; Medical Assistant; Phlebotomy Technician; Practical Nursing; Sterile Processing Technician; Cardiovascular Sonography; Dental Hygiene; Diagnostic Medical Sonography; Physical Therapist Assistant; Respiratory Therapy; Surgical Technology Florida (Miramar) 1987 Dental Assistant; Dental Hygiene; Medical Assistant; Pharmacy Technician; Phlebotomy Technician; Sterile Processing Technician; Occupational Therapist Assistant; Physical Therapist Assistant; Respiratory Therapy; Surgical Technology Florida (Orlando) 2010 Dental Assistant; Medical Assistant; Pharmacy Technician; Phlebotomy Technician; Sterile Processing Technician; Dental Hygiene; Surgical Technology; Diagnostic Medical Sonography Florida (Tampa) 1987 Dental Assistant; Medical Assistant; Pharmacy Technician; Phlebotomy Technician; Sterile Processing Technician; Cardiovascular Sonography; Dental Hygiene; Diagnostic Medical Sonography; Respiratory Therapy; Surgical Technology Mississippi (Southaven) 2013 Dental Assistant; Massage Therapy; Medical Assistant; Medical Office Professional; Medical Assisting; Medical Office Professional; Phlebotomy Technician; Sterile Processing Technician Missouri (Kansas City) 1986 Dental Assistant; Medical Assistant; Medical Office Administration; Phlebotomy Technician; Practical Nursing; Sterile Processing Technician; Cardiovascular Sonography; Dental Hygiene; Diagnostic Medical Sonography; Physical Therapist Assistant; Respiratory Therapy; Surgical Technology; Bachelor of Science in Nursing Oregon (Portland) 1969 Dental Assistant; Dental Hygiene; Medical Assistant; Practical Nursing; Polysomnographic Technology; Cardiovascular Sonography; Diagnostic Medical Sonography; Respiratory Therapy; Surgical Technology Tennessee (Memphis) 1981 Dental Assistant; Massage Therapy; Medical Assistant; Medical Office Professional; Pharmacy Technician; Phlebotomy Technician; Polysomnographic Technology; Cardiovascular Sonography; Dental Hygiene; Diagnostic Medical Sonography; Neurodiagnostic Technology; Nursing Practice; Occupational Therapy Assistant; Physical Therapist Assistant; Radiologic Technology; Respiratory Therapy; Sterile Processing Technician; Surgical Technology 9 Table of Contents Concorde Location Year Campus Opened Current Principal Programs Texas (Dallas) 2010 Dental Assistant; Medical Assistant; Vocational Nursing; Cardiovascular Sonography; Dental Hygiene; Diagnostic Medical Sonography; Phlebotomy Technician; Physical Therapist Assistant; Respiratory Therapy; Sterile Processing Technician; Surgical Technology Texas (Grand Prairie) 2001 Dental Assistant; Medical Assistant; Phlebotomy Technician; Polysomnographic Technology; Sterile Processing Technician; Vocational Nursing; Dental Hygiene; Surgical Technology; Neurodiagnostic Technology Texas (San Antonio) 2010 Dental Assistant; Medical Assistant; Cardiovascular Sonography; Dental Hygiene; Diagnostic Medical Sonography; Phlebotomy Technician; Physical Therapist Assistant; Respiratory Therapy; Sterile Processing Technician; Surgical Technology Online 2013 Dental Assistant; Medical Office Administration; Nursing Practice; Surgical Technology; Bachelor of Science in Nursing Description of Current Concorde Programs Offered Many of Concorde’s students receive their training in a blended training model that combines instructor-facilitated online teaching and demonstrations with hands-on labs.
An institution seeking to expand its activities in certain ways, such as opening an additional location or raising the highest academic credential it offers, must obtain approval from ED. Every institution is also required to periodically renew its certification by applying for continued certification before its current term of certification expires.
An institution seeking to expand its activities in certain ways, such as opening an additional location or raising the highest academic credential it offers, must obtain approval from ED. Every participating institution is also required to periodically renew its certification by applying for continued certification before its current term of certification expires.
Reports of our executive officers, directors and any other persons required to file securities ownership reports under Section 16(a) of the Exchange Act are also available through our website. Information contained on our website is not a part of this Annual Report on Form 10-K and is not incorporated herein by reference.
Reports of our executive officers, directors and any other persons required to file securities ownership reports under Section 16(a) of the Exchange Act are also available through our website. Information contained on our website is not a part of this Annual Report on Form 10-K and is not incorporated herein by reference. 24
Concorde Career Colleges (“Concorde”): Concorde operates 17 campuses located in eight states and online, offering degree, non-degree, and continuing education programs in the allied health, dental, nursing, patient care and diagnostic fields. The Company has designated campuses that offer degree granting programs “Concorde Career College;” where allowed by State regulation.
Concorde Career Colleges (“Concorde”): Concorde operates 17 campuses located in eight states and online, offering degree, non-degree, certificate and continuing education programs in the allied health, dental, nursing, patient care and diagnostic fields. The Company has designated campuses that offer degree granting programs “Concorde Career College;” where allowed by State regulation.
Programmatic Accreditation In addition to institutional accreditation, programmatic accreditation may be required for particular educational programs. Programmatic accreditors review specialized and professional programs in a range of fields and disciplines within an institution to ensure the public that an academic program has undergone a rigorous review process and found to meet high standards for educational quality.
Programmatic Accreditation In addition to institutional accreditation, programmatic accreditation may be required for particular educational programs. Programmatic accreditors review specialized and professional programs in a range of fields and disciplines within an institution to ensure the public that an academic program has undergone a rigorous review process and been found to meet high standards for educational quality.
Worth, Texas; Universal Technical Institute, Bloomfield, New Jersey; Universal Technical Institute, Austin, Texas Michigan Institute of Aeronautics MIAT College of Technology, Canton, Michigan MIAT College of Technology, Houston, Texas Concorde Career College, North Hollywood, California Concorde Career College, North Hollywood, California Concorde Career College, San Diego, California Concorde Career College, San Diego, California Concorde Career College, Garden Grove, California Concorde Career College, Garden Grove, California Concorde Career College, San Bernardino, California Concorde Career College, San Bernardino, California Concorde Career College, Aurora, Colorado and Dallas, Texas Concorde Career College, Aurora, Colorado Concorde Career College, Dallas, Texas Concorde Career College, Portland, Oregon Concorde Career College, Portland, Oregon Concorde Career Institute, Jacksonville, Florida Concorde Career Institute, Jacksonville, Florida Concorde Career Institute, Orlando, Florida Concorde Career College, Memphis, Tennessee and Southaven, Mississippi Concorde Career College, Memphis, Tennessee Concorde Career College, Southaven, Mississippi Concorde Career Institute, Tampa, Florida Concorde Career Institute, Tampa, Florida Concorde Career Institute, Miramar, Florida Concorde Career Institute, Miramar, Florida Concorde Career College, Kansas City, Missouri and San Antonio, Texas Concorde Career College, Kansas City, Missouri Concorde Career College, San Antonio, Texas Concorde Career College, Grand Prairie, Texas Concorde Career College, Grand Prairie, Texas To obtain and maintain certification as eligible to participate in Title IV Programs, institutions must demonstrate ongoing compliance with the HEA and its extensive and complex implementing regulations; regulations that ED frequently revisits, revises, and expands.
Worth, Texas; Universal Technical Institute, Bloomfield, New Jersey; Universal Technical Institute, Austin, Texas Michigan Institute of Aeronautics MIAT College of Technology, Canton, Michigan MIAT College of Technology, Houston, Texas Concorde Career College, North Hollywood, California Concorde Career College, North Hollywood, California Concorde Career College, San Diego, California Concorde Career College, San Diego, California Concorde Career College, Garden Grove, California Concorde Career College, Garden Grove, California Concorde Career College, San Bernardino, California Concorde Career College, San Bernardino, California Concorde Career College, Aurora, Colorado and Dallas, Texas Concorde Career College, Aurora, Colorado Concorde Career College, Dallas, Texas Concorde Career College, Portland, Oregon Concorde Career College, Portland, Oregon Concorde Career Institute, Jacksonville, Florida Concorde Career Institute, Jacksonville, Florida Concorde Career Institute, Orlando, Florida Concorde Career College, Memphis, Tennessee and Southaven, Mississippi Concorde Career College, Memphis, Tennessee Concorde Career College, Southaven, Mississippi Concorde Career Institute, Tampa, Florida Concorde Career Institute, Tampa, Florida Concorde Career Institute, Miramar, Florida Concorde Career Institute, Miramar, Florida Concorde Career College, Kansas City, Missouri and San Antonio, Texas Concorde Career College, Kansas City, Missouri Concorde Career College, San Antonio, Texas Concorde Career College, Grand Prairie, Texas Concorde Career College, Grand Prairie, Texas To obtain and maintain certification as eligible to participate in Title IV Programs, institutions must demonstrate ongoing compliance with the HEA and its extensive and complex implementing regulations, which ED frequently revisits, revises, and expands.
Concorde enrolls students throughout the year with core terms starting every month and clinical terms starting every ten weeks. The table below outlines our new student starts, average undergraduate full-time students, and end of period undergraduate full-time students for both UTI and Concorde.
Concorde enrolls students throughout the year with core terms starting every month and clinical terms starting every ten weeks. The table below outlines our new student starts, average full-time students, and end of period full-time students for both UTI and Concorde.
We believe that our graduate career services provide our students with a compelling value proposition and enhance the employment opportunities for our graduates and are a competitive differentiator from other education institutions. 13 Table of Contents Competition The for-profit, postsecondary education industry is highly competitive and highly fragmented, with no one provider controlling significant market share.
We believe that our graduate career services provide our students with a compelling value proposition and enhance the employment opportunities for our graduates and are a competitive differentiator from other education institutions. 12 Table of Contents Competition The for-profit, postsecondary education industry is highly competitive and highly fragmented, with no one provider controlling significant market share.
Under the 90/10 rule, to remain eligible to participate in the federal student aid programs, a proprietary institution must derive at least 10% of their revenue from sources other than “Federal education assistance funds.” “Federal education assistance funds” are defined as “federal funds that are disbursed or delivered to or on behalf of a student to be used to attend such institution.” We regularly monitor compliance with the 90/10 requirement to minimize the risk that any of our institutions would derive more than the allowable maximum percentage of its revenue from Title IV Programs for any fiscal year.
Under the 90/10 rule, to remain eligible to participate in the federal student aid programs, a proprietary institution must derive at least 10% of its revenue from sources other than “Federal education assistance funds.” “Federal education assistance funds” are defined as “federal funds that are disbursed or delivered to or on behalf of a student to be used to attend such institution.” We regularly monitor compliance with the 90/10 requirement to minimize the risk that any of our institutions would derive more than the allowable maximum percentage of its revenue from Federal education assistance funds for any fiscal year.
Pursuant to this definition, ED recognizes the Company as owning and operating sixteen institutions (“OPE IDs”), organized as follows: 18 Table of Contents Institution Main Campus Additional Campuses (if any) Universal Technical Institute of Arizona Universal Technical Institute, Avondale, Arizona Universal Technical Institute, Lisle, Illinois; Universal Technical Institute, Long Beach, California; Universal Technical Institute, Miramar, Florida; Universal Technical Institute, Rancho Cucamonga, California; NASCAR Technical Institute, Mooresville, North Carolina Universal Technical Institute of Phoenix Universal Technical Institute DBA Motorcycle Mechanics Institute, Motorcycle & Marine Mechanics Institute, Avondale, Arizona Universal Technical Institute, Sacramento, California; Universal Technical Institute, Orlando, Florida for the following divisions: Motorcycle Mechanics Institute, Orlando, Florida; Marine Mechanics Institute, Orlando, Florida; Automotive, Orlando, Florida Universal Technical Institute of Texas Universal Technical Institute, Houston, Texas Universal Technical Institute, Exton, Pennsylvania; Universal Technical Institute, Dallas/Ft.
Pursuant to this definition, ED recognizes the Company as owning and operating sixteen institutions (“OPE IDs”), organized as follows: Institution Main Campus Additional Campuses (if any) Universal Technical Institute of Arizona Universal Technical Institute, Avondale, Arizona Universal Technical Institute, Lisle, Illinois; Universal Technical Institute, Long Beach, California; Universal Technical Institute, Miramar, Florida; Universal Technical Institute, Rancho Cucamonga, California; NASCAR Technical Institute, Mooresville, North Carolina Universal Technical Institute of Phoenix Universal Technical Institute DBA Motorcycle Mechanics Institute, Motorcycle & Marine Mechanics Institute, Avondale, Arizona Universal Technical Institute, Sacramento, California; Universal Technical Institute, Orlando, Florida for the following divisions: Motorcycle Mechanics Institute, Orlando, Florida; Marine Mechanics Institute, Orlando, Florida; Automotive, Orlando, Florida Universal Technical Institute of Texas Universal Technical Institute, Houston, Texas Universal Technical Institute, Exton, Pennsylvania; Universal Technical Institute, Dallas/Ft.
Our career services teams develop job opportunities and outreach, advise active students on employment search and interviewing skills, facilitate employer visits to campuses, provide access to reference materials, assist with the composition of resumes, and help students prepare for applicable certification or licensure exams.
Our career services teams identify job opportunities and outreach, advise active students on employment search and interviewing skills, facilitate employer visits to campuses, provide access to reference materials, assist with the composition of resumes, and help students prepare for applicable certification or licensure exams.
We provide intensive instructional training and continuing education to our faculty members to maintain the quality of instruction in all fields of study. A majority of our existing instructors have a minimum of five years’ experience in the industry and an average of seven years of experience teaching at UTI and four years of experience teaching at Concorde.
We provide intensive instructional training and continuing education to our faculty members to maintain the quality of instruction in all fields of study. A majority of our existing instructors have a minimum of five years’ experience in the industry and an average of six years of experience teaching at UTI and four years of experience teaching at Concorde.
Tuition rates vary by type and length of our programs and the program level, such as core or advanced training. 5 Table of Contents The table below sets forth the current locations that operate under the UTI division, the year the campus opened, and the principal programs taught at each location.
Tuition rates vary by type and length of our programs and the program level, such as core or advanced training. The table below sets forth the current locations that operate under the UTI division, the year the campus opened, and the principal programs taught at each location.
Existing program content at each school group may be changed so long as the credit and contact hours reported to ED do not change. And existing campuses may be moved to new locations in the area. This allows schools to keep program content current and to relocate to improved facilities.
Existing program content at each school group may be changed so long as the credit and contact hours reported to ED do not change. Existing campuses may be moved to new locations in the area, which allows schools to keep program content current and to relocate to improved facilities.
The approvals granted by ED after completing the acquisition of both MIAT and Concorde, for example, include increased reporting and notification obligations, as well as requirements that neither school group may add new programs or locations, or change existing programs.
The approvals granted by ED after completing the acquisitions of both MIAT and Concorde, for example, include increased reporting and notification obligations, as well as requirements that neither school group may add new programs or locations, or change existing programs.
Concorde Campus Accreditor Accreditation Expiration Renewal Status Portland, Oregon ACCSC February 2017 In Process North Hollywood, California ACCSC June 2023 In Process Tampa, Florida ACCSC May 2024 In Process Jacksonville, Florida ACCSC August 2024 In Process Garden Grove, California ACCSC May 2025 Renewed Miramar, Florida ACCSC May 2025 Renewed San Bernardino, California ACCSC November 2025 Renewed Grand Prairie, Texas ACCSC December 2025 Renewed Aurora, Colorado ACCSC February 2026 Renewed Kansas City, Missouri (including Online) ACCSC November 2026 Renewed Orlando, Florida (4) ACCSC December 2026 Renewed Dallas, Texas ACCSC April 2027 Renewed San Antonio, Texas (4) ACCSC April 2027 Renewed San Diego, California ACCSC May 2027 Renewed Memphis, Tennessee COE September 2027 Renewed Southaven, Mississippi COE September 2027 Renewed 17 Table of Contents (4) Indicates a school that has achieved School of Excellence status during its most recent renewal of accreditation, which recognizes ACCSC-accredited institutions for their commitment to the expectations and rigors of ACCSC accreditation, as well as the efforts made by the institution in maintaining high levels of achievement among their students.
Concorde Campus Accreditor Accreditation Expiration Renewal Status Tampa, Florida (5) ACCSC May 2024 In Process Jacksonville, Florida (5) ACCSC August 2024 In Process Garden Grove, California ACCSC May 2025 In Process Miramar, Florida ACCSC May 2025 In Process San Bernardino, California ACCSC November 2025 In Process Grand Prairie, Texas ACCSC December 2025 In Process Aurora, Colorado ACCSC February 2026 Renewed Kansas City, Missouri (including Online) ACCSC November 2026 Renewed Orlando, Florida (4) ACCSC December 2026 Renewed Portland, Oregon ACCSC February 2027 Renewed Dallas, Texas ACCSC April 2027 Renewed San Antonio, Texas (4) ACCSC April 2027 Renewed San Diego, California ACCSC May 2027 Renewed Memphis, Tennessee COE September 2027 Renewed 16 Table of Contents Concorde Campus Accreditor Accreditation Expiration Renewal Status Southaven, Mississippi COE September 2027 Renewed North Hollywood, California ACCSC June 2028 Renewed (4) Indicates a school that has achieved School of Excellence status during its most recent renewal of accreditation, which recognizes ACCSC-accredited institutions for their commitment to the expectations and rigors of ACCSC accreditation, as well as the efforts made by the institution in maintaining high levels of achievement among their students.
Certain Concorde healthcare programs, including the Physical Therapist Assistant, Dental Hygiene, Neurodiagnostic Technology, Polysomnographic Technology, Respiratory Therapy, Surgical Technology, Radiologic Technology, Diagnostic Medical Sonography, Cardiovascular Sonography, Occupational Therapy Assistant, Pharmacy Technician, and Occupational Therapy Assistant programs, have obtained programmatic accreditation.
Certain Concorde healthcare programs, including the Physical Therapist Assistant, Dental Hygiene, Neurodiagnostic Technology, Polysomnographic Technology, Respiratory Therapy, Surgical Technology, Radiologic Technology, Diagnostic Medical Sonography, Cardiovascular Sonography, Practical Nursing, Pharmacy Technician, and Occupational Therapy Assistant programs, have obtained programmatic accreditation.
Entry-level technician in a variety of industries Non-Destructive Testing 2019 Training in the discipline focused on the quality and serviceability of materials and structures Entry-level technicians in a variety of industries, from oil and gas and manufacturing to power generation and aviation 7 Table of Contents (1) Target job placement describes the type of employment the program is designed to prepare graduates to obtain.
Entry-level technician in a variety of industries Non-Destructive Testing 2019 Training in the discipline focused on the quality and serviceability of materials and structures Entry-level technicians in a variety of industries, from oil and gas and manufacturing to power generation and aviation (1) Target job placement describes the type of employment the program is designed to prepare graduates to obtain.
As a result, the UTI facilities and operations are subject to a variety of environmental laws and regulations governing, among other things, the use, storage and disposal of solid and hazardous substances and waste, and the clean-up of contamination at UTI facilities or off-site locations to which UTI sends or has sent waste for disposal.
As a 13 Table of Contents result, the UTI facilities and operations are subject to a variety of environmental laws and regulations governing, among other things, the use, storage and disposal of solid and hazardous substances and waste, and the clean-up of contamination at UTI facilities or off-site locations to which UTI sends or has sent waste for disposal.
The UTI advanced training programs range from 8 to 26 weeks in duration and are completed subsequent to satisfying the core UTI program requirements. These programs culminate in a certificate, diploma, associate of occupational studies degree, or associate of applied science degree depending on the program and campus.
The UTI advanced training programs range from 8 to 26 weeks in duration and are completed subsequent to satisfying the core UTI program requirements. These programs culminate in a certificate, diploma, associate of occupational studies degree, or associate of 4 Table of Contents applied science degree depending on the program and campus.
Title IV grants include Federal Pell Grants (the “Pell Grants”) and Federal Supplemental Education Opportunity Grants (“FSEOG”). Pell Grants are available to eligible undergraduate students who demonstrate financial need and who have not already received a baccalaureate degree and do not need to be repaid. FSEOG grants are designed to supplement Pell Grants for students with the greatest financial need.
Title IV grants include Federal Pell Grants (the “Pell Grants”) and Federal Supplemental Education Opportunity Grants (“FSEOG”). Pell Grants are available to eligible undergraduate students who demonstrate financial need and who have not already received a baccalaureate degree. FSEOG grants are designed to supplement Pell Grants for students with the greatest financial need.
The Program Participation Agreement (“PPA”) document serves as ED’s formal recognition that an institution and its associated additional locations 19 Table of Contents have satisfied this requirement and are authorized to participate in Title IV Programs for a specified period of time.
The Program Participation Agreement (“PPA”) document serves as ED’s formal recognition that an institution and its associated additional locations have satisfied this requirement and are authorized to participate in Title IV Programs for a specified period of time.
“Risk Factors.” 14 Table of Contents Environmental Matters UTI uses hazardous materials at its training facilities and campuses and generates small quantities of regulated waste, including, but not limited to, used oil, antifreeze, transmission fluid, paint, solvents, car batteries and aircraft batteries.
“Risk Factors.” Environmental Matters UTI uses hazardous materials at its training facilities and campuses and generates small quantities of regulated waste, including, but not limited to, used oil, antifreeze, transmission fluid, paint, solvents, car batteries and aircraft batteries.
We also have received approval from the Accrediting Commission of Career Schools and Colleges (“ACCSC”) and the Council on Occupational Education (“COE”) to permanently offer blended format programs that utilize both distance and on-ground education. Additionally, we have received permanent approvals from all state education authorizing agencies to offer blended format programs.
We also have received approval from the Accrediting Commission of Career Schools and Colleges (“ACCSC”) and the Council on Occupational Education (“COE”) to offer blended format programs that utilize both distance and on-ground education. Additionally, we have received approvals from all required state education authorizing agencies to offer blended format programs.
ED assesses the administrative capability of each institution that participates in Title IV Programs under a series of standards listed in the regulations, which cover a wide range of operational and administrative topics, including the designation of capable and qualified individuals, the quality and scope of written procedures, the adequacy of institutional communication and processes, the timely resolution of issues, the sufficiency of recordkeeping, and the frequency of findings of noncompliance.
ED assesses the administrative capability of each institution that participates in Title IV Programs under a series of standards listed in the regulations, which cover a wide range of operational and administrative topics, including the designation of capable and qualified individuals, the quality and scope of written procedures, the adequacy of institutional communication and processes, the timely resolution of issues, the sufficiency of recordkeeping, the provision of adequate career services, and the frequency of findings of noncompliance.
UTI currently offers the following manufacturer-paid MSAT programs using vehicles, equipment, specialty tools and curricula provided by its manufacturer brand partners: UTI Manufacturer-Paid MSAT Programs Offered Location Fendt Technician Academy by AGCO Lisle, Illinois Mercedes-Benz DRIVE Mercedes-Benz facilities in Long Beach, California; Jacksonville, Florida; Carol Stream, Illinois; Robbinsville, New Jersey; and Grapevine, Texas Peterbilt Technician Institute Lisle, Illinois; Dallas/Ft.
UTI currently offers the following manufacturer-paid MSAT programs using vehicles, equipment, specialty tools and curricula provided by its manufacturer brand partners: UTI Manufacturer-Paid MSAT Programs Offered Location Mercedes-Benz DRIVE Mercedes-Benz facilities in Long Beach, California; Jacksonville, Florida; Carol Stream, Illinois; Robbinsville, New Jersey; and Grapevine, Texas Peterbilt Technician Institute (PTI) Lisle, Illinois; Dallas/Ft.
Upon completion of the program, professional certifications may be required Entry-level neurodiagnostic technician in neurology-related departments of hospitals, clinics and the private offices of neurologists and neurosurgeons Nursing Practice 2016 Qualifications for licensure as a registered nurse Entry-level registered nurse positions after passing the state board licensure exam Occupational Therapy Assistant 2012 To provide quality occupational therapy services to assigned individuals under the supervision of a registered Occupational Therapist Entry-level occupational therapy assistants in hospitals, clinics, schools, client homes, and community settings Pharmacy Technician 1999 Pharmacy Technician acts as an intermediary between the doctor and the pharmacist and between the pharmacist and the patient Entry-level pharmacy technician in hospital, home healthcare, and retail environments Phlebotomy Technician 2021 The Phlebotomy Tech facilitates the collection and transportation of laboratory specimens Entry-level phlebotomy technician in hospitals, laboratories, blood centers, or other healthcare facilities Physical Therapist Assistant 2011 Physical Therapist Assistants provide physical therapy services under the direction and supervision of a licensed Physical Therapist Entry-level physical therapist assistant in a variety of settings, including hospitals, inpatient rehabilitation facilities, private practices, outpatient clinics, home health, skilled nursing facilities, schools, sports facilities, and more Polysomnographic Technology 2012 Perform sleep tests and work with physicians to provide information needed for the diagnosis of sleep disorders Entry-level positions as Polysomnographic Technologists Practical/Vocational Nursing 1996 Perform as entry-level nursing staff in an acute-care hospital, extended-care facility, physician’s office, or other healthcare agency Entry-level positions as a licensed practical/vocational nurse Radiologic Technology 2012 Perform diagnostic imaging examinations on patients Entry-level diagnostic radiographer positions Respiratory Therapy 2011 Assess, treat, and care for patients with breathing disorders.
Upon completion of the program, professional certifications may be required Entry-level neurodiagnostic technician in neurology-related departments of hospitals, clinics and the private offices of neurologists and neurosurgeons Nursing Practice 2016 Qualifications for licensure as a registered nurse Entry-level registered nurse positions after passing the state board licensure exam Occupational Therapy Assistant 2012 To provide quality occupational therapy services to assigned individuals under the supervision of a registered Occupational Therapist Entry-level occupational therapy assistants in hospitals, clinics, schools, client homes, and community settings Pharmacy Technician 1999 Pharmacy Technician acts as an intermediary between the doctor and the pharmacist and between the pharmacist and the patient Entry-level pharmacy technician in hospital, home healthcare, and retail environments Physical Therapist Assistant 2011 Physical Therapist Assistants provide physical therapy services under the direction and supervision of a licensed Physical Therapist Entry-level physical therapist assistant in a variety of settings, including hospitals, inpatient rehabilitation facilities, private practices, outpatient clinics, home health, skilled nursing facilities, schools, sports facilities, and more Polysomnographic Technology 2012 Perform sleep tests and work with physicians to provide information needed for the diagnosis of sleep disorders Entry-level positions as Polysomnographic Technologists Practical/Vocational Nursing 1996 Perform as entry-level nursing staff in an acute-care hospital, extended-care facility, physician’s office, or other healthcare agency Entry-level positions as a licensed practical/vocational nurse Radiologic Technology 2012 Perform diagnostic imaging examinations on patients Entry-level diagnostic radiographer positions Respiratory Therapy 2011 Assess, treat, and care for patients with breathing disorders.
The composite score utilizes information provided in the institutions’ annual audited financial statements and is based on three ratios: (1) the equity ratio which measures the institution’s capital resources, ability to borrow and financial 21 Table of Contents viability; (2) the primary reserve ratio which measures the institution’s ability to support current operations from expendable resources; and (3) the net income ratio which measures the institution’s ability to operate at a profit.
The composite score utilizes information provided in the institutions’ annual audited financial statements and is based on three ratios: (1) the equity ratio which measures the institution’s capital resources, ability to borrow and financial viability; (2) the primary reserve ratio which measures the institution’s ability to support current operations from expendable resources; and (3) the net income ratio which measures the institution’s ability to operate at a profit.
In 2023, we derived approximately 10% of our revenues, on a cash basis, from veterans’ benefits programs, which include the Post-9/11 GI Bill, the Montgomery GI Bill, the Reserve Education Assistance Program (“REAP”) and VA Vocational Rehabilitation.
In 2024, we derived approximately 11% of our revenues, on a cash basis, from veterans’ benefits programs, which include the Post-9/11 GI Bill, the Montgomery GI Bill, the Reserve Education Assistance Program (“REAP”) and VA Vocational Rehabilitation.
Substantial Misrepresentation The regulatory definitions of “misrepresentation” and “substantial misrepresentation” enforced by ED are exceptionally broad and do not require intent by the institution to misrepresent, or actual reliance by the person to whom the alleged 22 Table of Contents misrepresentation was made.
Substantial Misrepresentation The regulatory definitions of “misrepresentation” and “substantial misrepresentation” enforced by ED are exceptionally broad and do not require intent by the institution to misrepresent, or actual reliance by the person to whom the alleged misrepresentation was made.
UTI currently offers the following student-paid MSAT programs using vehicles, equipment, specialty tools and curricula provided by and/or developed in collaboration with its manufacturer brand partners: UTI Student-Paid MSAT Programs Offered Location UTI and NASCAR Tech Brand Campuses BMW FastTrack Avondale, Exton, Houston, Long Beach, Orlando, Lisle, Miramar Cummins Engines Avondale, Exton, Houston Cummins Power Generation Avondale Daimler Trucks Finish First Program Avondale, Lisle, Orlando Ford Accelerated Credential Training (FACT) Avondale, Rancho Cucamonga, Sacramento, Orlando, Lisle, Mooresville, Bloomfield, Exton, Houston General Motors Technician Career Training Avondale Mopar TEC by Fiat Chrysler Automobiles US LLC Mooresville Toyota Professional Automotive Technician (TPAT) Lisle, Rancho Cucamonga 8 Table of Contents UTI Student-Paid MSAT Programs Offered Location MMI Brand Campuses American Honda Motor Company, Inc.
UTI currently offers the following student-paid MSAT programs using vehicles, equipment, specialty tools and curricula provided by and/or developed in collaboration with its manufacturer brand partners: UTI Student-Paid MSAT Programs Offered Location Advanced Training BMW FastTrack Avondale, Exton, Houston, Long Beach, Orlando, Lisle, Miramar Cummins Engines Avondale, Exton, Houston Cummins Power Generation Avondale Daimler Trucks Finish First Program Avondale, Lisle, Orlando Ford Accelerated Credential Training (FACT) Avondale, Rancho Cucamonga, Sacramento, Orlando, Lisle, Mooresville, Bloomfield, Exton, Houston 7 Table of Contents UTI Student-Paid MSAT Programs Offered Location General Motors Technician Career Training Avondale Mopar TEC by Fiat Chrysler Automobiles US LLC Mooresville Toyota Professional Automotive Technician (TPAT) Lisle, Rancho Cucamonga Manufacturer Specific Training American Honda Motor Company, Inc.
Concorde Program Year Established Program Focus Target Job Placement (1) Core Programs Dental Assistant 1995 Overall operations of a dental office Entry-level dental assistant Massage Therapy 2002 Massage techniques and manipulations designed to enhance the physical health of patients Entry-level massage therapist in massage clinics, hospital rehabilitation departments, public practice, wellness centers, and chiropractic offices Medical Assistant, Medical Assisting or Medical Office Professional 1995 Basic knowledge of a medical practice and the operations of a medical office Entry-level medical assistant in a clinic or physician’s office, long-term care facility, hospital or medical insurance company Pharmacy Technician 1999 Pharmacy Technician acts as an intermediary between the doctor and the pharmacist and between the pharmacist and the patient Entry-level pharmacy technician in hospital, home healthcare, and retail environments Phlebotomy Technician 2021 The Phlebotomy Tech facilitates the collection and transportation of laboratory specimens Entry-level phlebotomy technician in hospitals, laboratories, blood centers, or other healthcare facilities Clinical Programs Cardiovascular Sonography 2021 Use special imaging equipment that directs sound waves into a patient’s body to assess and diagnose various medical conditions Entry-level cardiovascular sonographers Dental Hygiene 2011 Qualifications for licensure as a Registered Dental Hygienist Entry-level dental hygienist Diagnostic Medical Sonography 2021 Use special imaging equipment that directs sound waves into a patient’s body to assess and diagnose various medical conditions Entry-level obstetrics and gynecology sonographer or entry-level abdominal sonographer 11 Table of Contents Concorde Program Year Established Program Focus Target Job Placement (1) Neurodiagnostic Technology 2012 Advanced diagnostic procedures including EEGs, PSGs and others.
Core Programs Dental Assistant 1995 Overall operations of a dental office Entry-level dental assistant Massage Therapy 2002 Massage techniques and manipulations designed to enhance the physical health of patients Entry-level massage therapist in massage clinics, hospital rehabilitation departments, public practice, wellness centers, and chiropractic offices Medical Assistant, Medical Assisting or Medical Office Professional 1995 Basic knowledge of a medical practice and the operations of a medical office Entry-level medical assistant in a clinic or physician’s office, long-term care facility, hospital or medical insurance company Pharmacy Technician 1999 Pharmacy Technician acts as an intermediary between the doctor and the pharmacist and between the pharmacist and the patient Entry-level pharmacy technician in hospital, home healthcare, and retail environments Clinical Programs Cardiovascular Sonography 2021 Use special imaging equipment that directs sound waves into a patient’s body to assess and diagnose various medical conditions Entry-level cardiovascular sonographers Dental Hygiene 2011 Qualifications for licensure as a Registered Dental Hygienist Entry-level dental hygienist 10 Table of Contents Concorde Program Year Established Program Focus Target Job Placement (1) Diagnostic Medical Sonography 2021 Use special imaging equipment that directs sound waves into a patient’s body to assess and diagnose various medical conditions Entry-level obstetrics and gynecology sonographer or entry-level abdominal sonographer Neurodiagnostic Technology 2012 Advanced diagnostic procedures including EEGs, PSGs and others.
Borrower Defense to Repayment Under the HEA and its implementing regulations, students may file a claim with ED to discharge their federal Direct Loans (or Direct Consolidated Loans) if, generally, their institution misled them or engaged in other misconduct related to the making of their federal loans or the provision of their educational services.
Borrower Defense to Repayment Under the HEA and its implementing regulations, students may file a claim with ED to discharge their federal Direct Loans (or Direct Consolidated Loans) if, generally, they believe their institution misled them or engaged in other misconduct related 20 Table of Contents to the making of their federal loans or the provision of their educational services.
The United States Department of Labor Bureau of Labor Statistics (“U.S. DOL BLS”) estimates that an average of approximately 105,400 new job openings, due to growth and net replacements, will exist annually for newly trained technicians in the automotive, diesel, and collision fields through 2031. Additionally, for skilled trades and other transportation programs, the U.S.
The United States Department of Labor Bureau of Labor Statistics (“U.S. DOL BLS”) estimates that an average of approximately 107,300 new job openings, due to growth and net replacements, will exist annually for newly trained technicians in the automotive, diesel, and collision fields through 2033. Additionally, for skilled trades and other transportation programs, the U.S.
Under the current calculation, the cohort default rate is derived from student borrowers who first enter loan repayment during a federal fiscal year (“FFY”) ending September 30 and subsequently default on those loans within the two following years; parent borrowers are excluded from the calculation.
Under the current calculation, the cohort default rate is derived from student borrowers who first enter loan repayment during a federal fiscal year (“FFY”) ending September 30 and subsequently default on those loans within the two following years; parent borrowers are excluded from the calculation. This represents a three-year measuring period.
During the year ended September 30, 2023, the average annual revenue per Concorde student was approximately 12 Table of Contents $23,000, net of scholarships or grants funded by the institution. We are focused on making the Concorde training more affordable and accessible through financing options, institutional and relocation grants, and scholarships based on need and merit.
During the year ended September 30, 2024, the average annual revenue per Concorde student was 11 Table of Contents approximately $29,000, net of scholarships or grants funded by the institution. We are focused on making the Concorde training more affordable and accessible through financing options, institutional and relocation grants, and scholarships based on need and merit.
Each of our institutions holds the state or SARA authorizations required to operate and offer postsecondary education programs, and to recruit in the states in which it engages in recruiting activities.
Virgin Islands have joined SARA. Each of our institutions holds the state or SARA authorizations required to operate and offer postsecondary education programs, and to recruit in the states in which it engages in recruiting activities.
We believe our compensation practices for our admissions representatives comply with the current regulations and ED’s guidance. We will continue to evaluate other compensation options under these regulations and guidance.
We believe our compensation practices for our admissions representatives comply with the current 21 Table of Contents regulations and ED’s guidance. We will continue to evaluate other compensation options under these regulations and guidance.
We derived approximately 20% of our revenues, on a cash basis, from the Pell Program. And we derived less than 1% of our revenues, on a cash basis, from FSEOG. The Title IV Program statutes and regulations are applied primarily on an institutional basis. The HEA defines an “institution” as a main campus and its additional locations.
And we derived less than 1% of our revenues, on a cash basis, from FSEOG. 17 Table of Contents The Title IV Program statutes and regulations are applied primarily on an institutional basis. The HEA defines an “institution” as a main campus and its additional locations.
During the year ended September 30, 2023, the average annual revenue per UTI student was approximately $33,000, net of scholarships or grants funded by the institution.
During the year ended September 30, 2024, the average annual revenue per UTI student was approximately $34,000, net of scholarships or grants funded by the institution.
(2) Due to the COVID-19 pandemic, ED paused all loan payments from March 13, 2020 through October 1, 2023. This has significantly decreased the default rates starting with the 2019 Cohort and resulted in 0% for the 2020 Cohort.
Due to the COVID-19 pandemic, ED paused all loan payments from March 13, 2020 through October 1, 2023. This has significantly decreased the default rates starting with the 2019 Cohort, and resulted in a 0% default rate for the 2020 and 2021 Cohort Rate for all UTI institutions.
Human Capital Management As of September 30, 2023, we had approximately 3,000 full-time employees, including approximately 850 instructors, 550 admissions representatives, and 1,100 student support employees. Each of our employees plays a key role in our mission to serve students, partners and communities by providing quality education and training for in-demand careers.
Human Capital Management As of September 30, 2024, we had approximately 3,700 full-time employees, including approximately 1,400 instructors, 550 admissions representatives, and 1,200 student support employees. Each of our employees plays a key role in our mission to serve students, partners and communities by providing quality education and training for in-demand careers.
During the year ended September 30, 2023, approximately 11% of Concorde’s active students received a Concorde-funded scholarship or grant and approximately 64% of Concorde active students received funding through Concorde sponsored retail installment contracts. Student Enrollment UTI enrolls students throughout the year with courses typically starting every three to six weeks.
During the year ended September 30, 2024, approximately 17% of Concorde’s active students received a Concorde-funded scholarship or grant and approximately 68% of Concorde active students received funding through Concorde sponsored retail installment contracts. Student Enrollment UTI enrolls students throughout the year with courses typically starting every three to eleven weeks.
Concorde graduates may also secure positions outside of the target job placement, including various other healthcare related positions. Concorde Affordability and Accessibility During the year ended September 30, 2023, tuition for Concorde programs ranged from approximately $14,000 for the Pharmacy Technician program (lasting 24 weeks) to $96,000 for the Dental Hygiene program in California (lasting 90 weeks).
Concorde graduates may also secure positions outside of the target job placement, including various other healthcare related positions. Concorde Affordability and Accessibility During the year ended September 30, 2024, tuition for Concorde programs ranged from approximately $1,000 for the Phlebotomy program (lasting approximately 8 weeks) to $96,000 for the Dental Hygiene program in California (lasting approximately 90 weeks).
Army Base Fort Liberty in North Carolina Penske Premier Truck Group Technician Skills Program Fort Bliss in El Paso, Texas UTI Affordability and Accessibility During the year ended September 30, 2023, tuition for UTI programs ranged from approximately $19,000 for the Industrial Maintenance Technician or Wind Turbine Technician programs (lasting 30 weeks) to $65,000 for the Automotive and Diesel program with one specialized elective program (lasting 90 weeks).
Army Base Fort Liberty in North Carolina Penske Premier Truck Group Technician Skills Program Fort Bliss in El Paso, Texas UTI Affordability and Accessibility During the year ended September 30, 2024, tuition for UTI programs ranged from approximately $20,000 for the Industrial Maintenance Technician or Wind Turbine Technician programs (lasting 30 weeks) to $67,000 for the Automotive and Diesel program (lasting 90 weeks).
CNC Machining 2017 How to produce precision parts used in high-performance engines and a wide variety of trucks, motorcycles, cars and boats, and also in industrial applications, aerospace components and medical and surgical equipment Entry-level CNC operators in the manufacturing and mechanical fabrication industries Robotics & Automation 2018 Robotics is the process of creating and using robots to complete certain tasks.
CNC Machining 2017 How to produce precision parts used in high-performance engines and a wide variety of trucks, motorcycles, cars and boats, and also in industrial applications, aerospace components and medical and surgical equipment Entry-level CNC operators in the manufacturing and mechanical fabrication industries 6 Table of Contents UTI Program Year Established Program Focus Target Job Placement (1) Robotics & Automation 2018 Robotics is the process of creating and using robots to complete certain tasks.
During the year ended September 30, 2023, approximately 40% of active UTI students received a UTI-funded scholarship or grant, approximately 45% of active UTI students participated in an “in school” cash payment plan, and approximately 15% of active UTI students received funding from UTI’s proprietary loan program.
During the year ended September 30, 2024, approximately 35% of active UTI students received a UTI-funded scholarship or grant, approximately 39% of active UTI students participated in an “in school” cash payment plan, and approximately 19% of active UTI students received funding from UTI’s proprietary loan program.
ED’s administrative capability standards also include thresholds and expectations for federal student loan cohort default rates (discussed below), satisfactory academic progress, and loan counseling.
ED’s administrative capability standards also include thresholds and expectations for federal student loan cohort default rates (discussed below), satisfactory academic progress, clinical and externship opportunities, gainful employment programs (discussed below) and loan counseling.
Because all of our institutions are certified to participate in Title IV Programs, they must all comply with this complex framework of statutes, regulations, and guidance, and undergo detailed oversight and review. Below, we discuss the core components of the Title IV Programs’ regulatory framework.
Because all of our institutions are certified to participate in Title IV Programs, they must comply with this complex framework of statutes, regulations, and guidance, and undergo detailed oversight and review.
Institutions must provide matching funding equal to 25% of all awards made under the FSEOG program. Title IV loans include Direct Subsidized loans, Direct Unsubsidized loans, and Direct Parent PLUS loans.
Institutions must provide matching funding equal to 25% of all awards made under the FSEOG program. Pell Grants generally do not need to be repaid. Title IV loans include Direct Subsidized loans, Direct Unsubsidized loans, and Direct Parent PLUS loans.
(5) Includes other proprietary institutions beyond the Company. An institution whose cohort default rate exceeds 30% in consecutive fiscal years may be subject to conditions and restrictions and will lose eligibility if the rate remains above 30% three years in a row. An institution also will lose eligibility if its rate exceeds 40% for any fiscal year.
An institution whose cohort default rate exceeds 30% in consecutive fiscal years may be subject to conditions and restrictions and will lose eligibility if the rate remains above 30% three years in a row. An institution also will lose eligibility if its rate 19 Table of Contents exceeds 40% for any fiscal year.
In conjunction with the Concorde Career Colleges, Inc. acquisition on December 1, 2022 (the “Concorde Acquisition”), we redefined our reporting structure into two reportable segments (also referred to as “divisions”) as follows: Universal Technical Institute (“UTI”): UTI operates 16 campuses located in nine states and offers a wide range of degree and non-degree transportation and skilled trades technical training programs under brands such as Universal Technical Institute, Motorcycle Mechanics Institute and Marine Mechanics Institute (collectively, “MMI”), NASCAR Technical Institute (“NASCAR Tech”), and MIAT College of Technology (“MIAT”).
Our reporting structure has two reportable segments (also referred to as “divisions”) as follows: Universal Technical Institute (“UTI”): UTI operates 16 campuses located in nine states and offers a wide range of degree and non-degree transportation and skilled trades technical training programs under brands such as Universal Technical Institute, Motorcycle Mechanics Institute and Marine Mechanics Institute (collectively, “MMI”), NASCAR Technical Institute (“NASCAR Tech”), and MIAT College of Technology (“MIAT”).
Overall, in fiscal year 2023, across our institutions, we derived approximately 67% of our revenues, on a cash basis as defined by ED, from Title IV Programs. We derived approximately 46% of our revenues, on a cash basis, from the Direct Loan program, pursuant to which ED makes loans to students or their parents.
Overall, in fiscal year 2024, across our institutions, we derived approximately 78% of our revenues, on a cash basis, from Title IV Programs and various veterans’ programs. We derived approximately 45% of our revenues, on a cash basis, from the Direct Loan program, pursuant to which ED makes loans to students or their parents.
Inorganically, in November 2021, we acquired MIAT College of Technology which has served both as a growth strategy by adding two new locations and a diversification strategy by adding additional program areas in rapidly expanding skilled trades professions.
Inorganically, in November 3 Table of Contents 2021, we acquired MIAT College of Technology which has served both as a growth strategy by expanding into the Canton, Michigan market and a diversification strategy by adding additional program areas in rapidly expanding skilled trades professions.
Many states have requirements for institutions to disclose institutional data to current and prospective students, as well as to the public, and some states require that our schools meet prescribed performance standards as a condition of continued approval.
Many states have requirements for institutions to disclose institutional data to current and prospective students, as well as to the public, and some states require that our schools meet prescribed performance standards as a condition of continued approval. States can and often do revisit, revise, and expand their regulations governing postsecondary education and recruiting.
An institution whose three-year cohort default rate is 15% or greater for any one of the three preceding years is subject to a 30-day delay in receiving the first disbursement on federal student loans for first-time borrowers. Financial Responsibility All institutions participating in Title IV Programs also must satisfy specific ED standards of financial responsibility.
An institution whose three-year cohort default rate is 15% or greater for any one of the three preceding years is subject to a 30-day delay in receiving the first disbursement on federal student loans for first-time borrowers.
States can and often do revisit, revise, and expand their regulations governing postsecondary education and recruiting. 15 Table of Contents Institutions that offer instruction outside of their Home State must comply with federal regulations governing state authorization for distance education in order to participate in the Title IV student financial aid programs.
Institutions that offer distance education instruction outside of their Home State must comply with federal regulations governing state authorization for distance education in order to participate in the Title IV student financial aid programs.
DOL BLS estimates that an average of 193,100 new job openings for registered nurses, 114,600 new job openings for medical assistants, 55,100 new job openings for dental assistants, 44,900 new job openings for pharmacy technicians, 32,900 new job openings for occupational therapy and physical therapist assistants and aides, 26,300 new job openings for diagnostic related technologists and technicians, 24,000 new job openings for clinical laboratory technologists and technicians, 22,000 new job openings for massage therapists and 19,500 new job openings for phlebotomists will exist annually for new entrants through 2032 in these fields.
DOL BLS estimates that an average of 194,500 new job openings for registered nurses, 119,800 new job openings for 2 Table of Contents medical assistants, 54,900 new job openings for dental assistants, 54,000 new job openings for practical and licensed vocational nurses, 47,400 new job openings for pharmacy technicians, 35,300 new job openings for occupational therapy and physical therapist assistants and aides, 26,500 new job openings for diagnostic related technologists and technicians, 24,200 new job openings for clinical laboratory technologists and technicians, 22,800 new job openings for massage therapists, 19,600 new job openings for phlebotomists and 16,400 new job openings for dental hygienists will exist annually for new entrants through 2033 in these fields.
Year Ended September 30, % 2023 2022 Change UTI Total new student starts 14,181 13,374 6.0 % Average undergraduate full-time active students 12,614 12,838 (1.7) % End of period undergraduate full-time active students 14,833 14,380 3.2 % Concorde (1) Total new student starts 8,432 — 100.0 % Average undergraduate full-time active students 7,654 — 100.0 % End of period undergraduate full-time active students 8,369 — 100.0 % Consolidated Total new student starts 22,613 13,374 69.1 % Average undergraduate full-time active students 20,268 12,838 57.9 % End of period undergraduate full-time active students 23,202 14,380 61.3 % (1) Student data for Concorde presented in the year ended September 30, 2023 column represents the period of UTI’s ownership, or December 1, 2022 through September 30, 2023.
Year Ended September 30, % 2024 2023 Change UTI Total new student starts 15,138 14,181 6.7 % Average full-time active students 13,810 12,614 9.5 % End of period full-time active students 15,873 14,833 7.0 % Concorde (1) Total new student starts 11,747 8,432 39.3 % Average full-time active students 8,475 7,654 10.7 % End of period full-time active students 9,747 8,369 16.5 % Consolidated Total new student starts 26,885 22,613 18.9 % Average full-time active students 22,285 20,268 10.0 % End of period full-time active students 25,620 23,202 10.4 % (1) Student data for Concorde presented in the year ended September 30, 2023 column represents the period of UTI’s ownership, or December 1, 2022 through September 30, 2023.
We have MOUs with certain key individual installations and are pursuing MOUs at additional locations; however, some installations will not provide MOUs to institutions that do not teach at the installation. We continue to strengthen and develop relationships with our existing contacts and with new contacts in order to maintain and rebuild our access to military installations.
We have MOUs with certain key individual installations and are pursuing MOUs at additional locations; however, some installations will not provide MOUs to institutions that do not teach at the installation.
Business Strategy Our business strategy has three key tenets: to grow the business by more deeply penetrating existing target markets and adding new markets; to diversify the business by adding new locations, programs, and offerings that maximize the lifetime value of our students; and to continually optimize the business by constantly enhancing operational efficiency. 4 Table of Contents Company Growth, Diversification and Optimization Our organization has a number of key levers to grow, diversify, and optimize the business.
Business Strategy Our business strategy, internally known as our “North Star strategy,” has three core tenets: to grow the business by more deeply penetrating existing target markets and adding new markets; to diversify the business by adding new locations, programs, and offerings that maximize the lifetime value of our students; and to continually optimize the business by constantly enhancing operational efficiency.
State Financial Aid Programs Some states provide financial aid to our students in the form of grants, loans or scholarships. The UTI campuses in Long Beach, Rancho Cucamonga and Sacramento, California, as well as the Concorde campuses in Garden Grove, North Hollywood, and San Diego, California for example, are currently eligible to participate in the Cal Grant program.
The UTI campuses in Long Beach, Rancho Cucamonga and Sacramento, California, as well as the Concorde campuses in Garden Grove, North Hollywood, and San Diego, California for example, are currently eligible to participate in the Cal Grant program. All of our institutions must comply with the eligibility and participation requirements applicable to each of these state financial aid programs.
A provisional PPA attaches additional requirements and limitations to participation for the duration of the provisional period, which typically is three years. The 90/10 Rule As a condition of participation in Title IV Programs, proprietary institutions must agree when they sign their PPA to comply with the 90/10 rule.
The 90/10 Rule As a condition of participation in Title IV Programs, proprietary institutions must agree when they sign their PPA to comply with the 90/10 rule.
All of our institutions must comply with the eligibility and participation requirements applicable to each of these state financial aid programs. 24 Table of Contents Regulatory Approval of Acquisitions When we acquire an institution, the acquired school typically experiences a change of control under the standards of applicable federal and state agencies, including its institutional accreditor and ED.
Regulatory Approval of Acquisitions When we acquire an institution, the acquired school typically experiences a change of control under the standards of applicable federal and state agencies, including its institutional accreditor and ED.
ED’s regulations permit ED to examine the financial statements of Universal Technical Institute, Inc., the financial statements of each institution and the financial statements of any related party.
ED’s regulations permit ED to examine the financial statements of Universal Technical Institute, Inc., the financial statements of each institution and the financial statements of any related party. For our year ended September 30, 2024, we calculated our composite score to be 2.3.
As of September 30, 2023, our institutions’ annual Title IV percentages as calculated under the current 90/10 rule ranged from approximately 57% to approximately 86%. Administrative Capability To continue its participation in Title IV Programs, an institution must demonstrate that it remains administratively capable of providing the education it promises and of properly managing its Title IV Programs.
Administrative Capability To continue its participation in Title IV Programs, an institution must demonstrate that it remains administratively capable of providing the education it promises and of properly managing its Title IV Programs.
Tuition rates vary by type and length of our programs and the program level, such as core or advanced training. The table below sets forth the current locations that operate under the Concorde brand, the year the campus opened, and the principal programs taught at each location.
The table below sets forth the current locations that operate under the Concorde brand, the year the campus opened, and the principal programs taught at each location.
There are nearly 7,400 employer location incentive opportunities for UTI students, which when made available make the UTI training programs more affordable for students and may provide them with valuable relationships or employment opportunities following graduation. 9 Table of Contents Concorde Schools and Programs Concorde offers certificate, diploma or degree programs in the healthcare field at campuses across the United States under the Concorde Career Colleges or Concorde Career Institute brands.
There are nearly 7,100 employer location incentive opportunities for UTI students, which when made available make the UTI training programs more affordable for students and may provide them with valuable relationships or employment opportunities following graduation.
ED also has indicated that it will be proposing a rule to amend regulations related to nondiscrimination on the basis of disability. 23 Table of Contents Other Benefit or Aid Programs Some of our students receive financial aid from federal sources other than Title IV or VA Programs, such as from the DOD or under the Workforce Innovation and Opportunity Act.
Other Benefit or Aid Programs Some of our students receive financial aid from federal sources other than Title IV or VA Programs, such as from the DOD or under the Workforce Innovation and Opportunity Act.
As demonstrated in the table above, none of our institutions had a three-year cohort default rate of 30% or greater for 2020, 2019, or 2018, which are the three most recent FFYs with published rates.
None of our institutions had a three-year cohort default rate of 7% or greater for 2021, 2020, or 2019, which are the three most recent FFYs with published rates. Financial Responsibility All institutions participating in Title IV Programs also must satisfy specific ED standards of financial responsibility.
SARA is overseen by a national council (“NC-SARA”) and administered by four regional education compacts. Forty-nine states (all but California), the District of Columbia, Puerto Rico and the U.S. Virgin Islands have joined SARA.
SARA is an agreement among member states, districts and territories of the United States of America that establishes comparable national standards for interstate offering of post-secondary distance education courses and programs. SARA is overseen by a national council (“NC-SARA”) and administered by four regional education compacts. Forty-nine states (all but California), the District of Columbia, Puerto Rico and the U.S.
DOL BLS estimates that an average of 39,200 new jobs openings for industrial machinery mechanics, 42,600 new job openings for welders, 37,700 new job openings in the HVAC industry, 14,300 new job openings for computer-controlled machine tool operators, 12,800 new job openings for avionic technicians, 5,700 new job openings for robotics, 4,800 new job openings for marine and motorcycle technicians and 1,800 new job openings for wind turbine service technicians will exist annually for new entrants through 2032 in these fields. 3 Table of Contents Market served by Concorde The market for qualified healthcare support occupations across the programs that Concorde offers is growing even faster, with the U.S.
DOL BLS estimates that an average of 45,800 new job openings for welders, 43,500 new jobs openings for industrial machinery mechanics, 42,500 new job openings in the HVAC industry, 15,200 new job openings for computer-controlled machine tool operators, 13,400 new job openings for avionic technicians, 6,300 new job openings for robotics, 4,600 new job openings for marine and motorcycle technicians and 2,100 new job openings for wind turbine service technicians will exist annually for new entrants through 2033 in these fields.
We acquired Concorde on December 1, 2022. “ Corporate ” includes corporate related expenses that are not allocated to the UTI or Concorde reportable segments. In prior years, these costs were allocated across our former “Postsecondary Education” reportable segment and “Other” category based upon compensation expense.
We acquired Concorde on December 1, 2022. “ Corporate ” includes corporate related expenses that are not allocated to the UTI or Concorde reportable segments.
Eligibility and Recertification All institutions participating in the Title IV Programs must first establish their eligibility to do so.
Below, we discuss the core components of the Title IV Programs’ regulatory framework. 18 Table of Contents Eligibility and Recertification All institutions seeking to participate in the Title IV Programs must first establish their eligibility to do so.
In December 2022, we continued to diversify by expanding into healthcare education through the acquisition of Concorde. This acquisition enabled us to expand our program offerings into the high-growth and high-demand healthcare education market. Integration of core functions across education groups allows us to continue to optimize from an operational perspective.
This acquisition also has allowed us to expand and diversify our existing UTI campus offerings to include aviation, energy, HVACR and other skilled trade options. In December 2022, we continued to diversify by expanding into healthcare education through the acquisition of Concorde. This acquisition enabled us to expand our program offerings into the high-growth and high-demand healthcare education market.

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Item 1A. Risk Factors

Risk Factors — what could go wrong, per management

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Biggest changeYou should consider carefully the risks and uncertainties described below in addition to other information contained in this Annual Report on Form 10-K, including our consolidated financial statements and related notes. 25 Risks Related to the Extensive Regulation of Our Business Our failure to comply with the extensive regulatory requirements for school operations could result in financial requirements or penalties, restrictions on our operations and loss of external financial aid funding.
Biggest changeYou should consider carefully the risks and uncertainties described below in addition to other information contained in this Annual Report on Form 10-K, including our consolidated financial statements and related notes.
Because all Title IV Program student loans (other than Perkins loans) are now processed under the Direct Loan (“DL”) program, any disruption in our ability to process student loans through the DL program, either because of administrative challenges on our part or the inability of ED to process the increased volume of loans through the DL program on a timely basis, could impact our students’ ability to timely obtain their student loans and have a material adverse effect on our operations, cash flows, results of operations, or financial condition.
Because all Title IV Program student loans (other than Perkins loans) are now processed under the Direct Loan (“DL”) program, any disruption in our ability to process student loans through the DL program, either because of administrative challenges on our part or the inability of ED to process the increased volume of loans through the DL program on a timely 26 basis, could impact our students’ ability to timely obtain their student loans and have a material adverse effect on our operations, cash flows, results of operations, or financial condition.
Factors that could impact our ability to increase such awareness include: continued school district limitations on access to students by for-profit institutions; actions that would limit our access to military bases and installations; and our failure to maintain relationships with automotive, diesel, collision repair, motorcycle and marine manufacturers and suppliers, as well as hospitals, long-term care facilities and medical and dental offices.
Factors that could impact our ability to increase 32 such awareness include: continued school district limitations on access to students by for-profit institutions; actions that would limit our access to military bases and installations; and our failure to maintain relationships with automotive, diesel, collision repair, motorcycle and marine manufacturers and suppliers, as well as hospitals, long-term care facilities and medical and dental offices.
At least two proprietary education institutions have been subject to lawsuits under the Consumer Financial Protection Act of 2010; the institutions are accused of having unfair private student loan programs and of allegedly engaging in certain abusive practices, including interfering with students' ability to understand their debt obligations and failing to provide certain material information.
At least two other proprietary education institutions have been subject to lawsuits under the Consumer Financial Protection Act of 2010; the institutions are accused of having unfair private student loan programs and of allegedly engaging in certain abusive practices, including interfering with students' ability to understand their debt obligations and failing to provide certain material information.
These regulations also are frequently challenged through litigation, creating significant uncertainty as to when and what part of the regulations have taken effect, how they should be implemented, and how they will be interpreted and enforced. New Borrower Defense to Repayment or Gainful Employment regulations, in particular, may increase risks of financial liability or reputational harm.
These regulations also are frequently challenged through litigation, creating significant uncertainty as to when and what part of the regulations have taken effect, how they should be implemented, and how they will be interpreted and enforced. New Borrower Defense to Repayment, Financial Responsibility, or Gainful Employment regulations, in particular, may increase risks of financial liability or reputational harm.
Our expansion plans are based, in part, on our ability to add new educational programs at our existing institutions. Generally, an institution that is eligible to participate in Title IV Programs, and is not provisionally certified, may obtain ED approval if the new program is licensed by the applicable state agency and accredited by an agency recognized by ED.
Our expansion plans are based, in part, on our ability to add new 28 educational programs at our existing institutions. Generally, an institution that is eligible to participate in Title IV Programs, and is not provisionally certified, may obtain ED approval if the new program is licensed by the applicable state agency and accredited by an agency recognized by ED.
Any reduction in net income and operating income resulting from the write-down or impairment of goodwill could adversely affect our financial results. If economic or industry 35 conditions deteriorate or if market valuations decline, including with respect to our common stock, we may be required to impair goodwill in future periods.
Any reduction in net income and operating income resulting from the write-down or impairment of goodwill could adversely affect our financial results. If economic or industry conditions deteriorate or if market valuations decline, including with respect to our common stock, we may be required to impair goodwill in future periods.
The failure of any of our vendors charged with administering any aspect of our participation in the Title IV Programs could lead to fines and the loss of eligibility to participate in Title IV Programs. Such outcomes could have a material adverse effect on our academic or operational initiatives, cash flows, results of operations, or financial condition.
The failure of any of our vendors charged with administering any aspect of our participation in the Title IV Programs could lead to fines or penalties and the loss of eligibility to participate in Title IV Programs. Such outcomes could have a material adverse effect on our academic or operational initiatives, cash flows, results of operations, or financial condition.
We believe that our enrollment, which tends to be counter cyclical, is affected by changes in economic conditions. During periods when the unemployment rate declines or remains stable, prospective students have more employment options and recruiting new students has traditionally been more challenging.
We believe that our enrollment, which tends to be counter cyclical, is affected by changes in economic conditions. During periods when the unemployment rate declines or remains stable, prospective students have more employment options and 30 recruiting new students has traditionally been more challenging.
If we are unable to accurately assess the variable consideration, our revenues and profitability may be adversely impacted. Federal, state and local laws and general legal and equitable principles relating to the protection of consumers can apply to the origination, servicing and collection of the loans under the proprietary loan program.
If we are unable to accurately assess the variable consideration, our revenues and profitability may be adversely impacted. 34 Federal, state and local laws and general legal and equitable principles relating to the protection of consumers can apply to the origination, servicing and collection of the loans under the proprietary loan program.
These results could have a material adverse effect on our cash flows, results of operations and financial condition or result in dilution to current stockholders. 30 If we fail to reduce our underutilized capacity, we may experience a deterioration of our profitability and operating margins. We have underutilized capacity at a number of our campuses.
These results could have a material adverse effect on our cash flows, results of operations and financial condition or result in dilution to current stockholders. If we fail to reduce our underutilized capacity, we may experience a deterioration of our profitability and operating margins. We have underutilized capacity at a number of our campuses.
If we are not able to effectively and efficiently integrate curricula, this could have a material adverse effect on our cash flows, results of operations and financial condition. We may not be able to retain our key personnel or hire and retain the personnel we need to sustain and grow our business.
If we are not able to effectively and efficiently integrate curricula, this could have a material adverse effect on our cash flows, results of operations and financial condition. 31 We may not be able to retain our key personnel or hire and retain the personnel we need to sustain and grow our business.
We are also subject to various lawsuits, investigations and claims, covering a wide range of matters, including, but not limited to, alleged violations 27 of federal and state laws, including consumer protection laws applicable to activities of postsecondary educational institutions, false claims made to the federal government and routine employment matters.
We are also subject to various lawsuits, investigations and claims, covering a wide range of matters, including, but not limited to, alleged violations of federal and state laws, including consumer protection laws applicable to activities of postsecondary educational institutions, false claims made to the federal government and routine employment matters.
The enactment of one or more of these proposed laws or similar laws could create compliance challenges and 28 impose substantial additional costs on our institutions, which could have a material adverse effect on our academic or operational initiatives, cash flows, results of operations, or financial condition.
The enactment of one or more of these proposed laws or similar laws could create compliance challenges and impose substantial additional costs on our institutions, which could have a material adverse effect on our academic or operational initiatives, cash flows, results of operations, or financial condition.
Our expenses, however, do not generally vary at the same rate as changes in our student population and revenues and, as a result, such expenses do not fluctuate significantly on a quarterly basis. We expect quarterly fluctuations in results of operations to continue as a result of seasonal enrollment patterns.
Our expenses, however, do not generally vary at the same rate as changes in our student population and revenues and, as a result, such expenses do not fluctuate significantly on a quarterly basis. We expect 36 quarterly fluctuations in results of operations to continue as a result of seasonal enrollment patterns.
If we acquire an institution that participates in Title IV Program funding or open an additional location, we must obtain approval from ED and applicable state education agencies and accrediting commissions in order for the institution or additional location to be able to operate and participate in Title IV Programs.
If we acquire an institution that participates in Title IV Program funding or open an additional location, we must obtain approval from ED and applicable state education agencies and accrediting agencies in order for the institution or additional location to be able to operate and participate in Title IV Programs.
If we or any of our schools experience a change of control under the standards of applicable federal and state agencies, our accrediting commissions or ED, we or the affected schools must seek the approval of the relevant regulatory agencies. These agencies do not have uniform criteria for what constitutes a change of control.
If we or any of our schools experience a change of control under the standards of applicable federal and state agencies, our accrediting agencies or ED, we or the affected schools must seek the approval of the relevant regulatory agencies. These agencies do not have uniform criteria for what constitutes a change of control.
However, ED, or state education agencies, and our accreditors could decline to approve a new program or impose material conditions or restrictions on us. Any such denial or material limitation could have a material adverse effect on our operations, cash flows, results of operations, or financial condition.
However, ED, state education agencies, or our accreditors could decline to approve a new program or impose material conditions or restrictions on us. Any such denial or material limitation could have a material adverse effect on our operations, cash flows, results of operations, or financial condition.
The complexity of these marketing efforts contributes to their cost. If we are unable to advertise and market our institutions and programs successfully, our ability to attract and enroll new students could be materially adversely affected and, consequently, our financial performance could suffer.
The complexity of these marketing efforts contributes to their cost. If we are unable to advertise 33 and market our institutions and programs successfully, our ability to attract and enroll new students could be materially adversely affected and, consequently, our financial performance could suffer.
Any such adverse action could adversely affect our cash flows, results of operations and financial condition, and could include the imposition of significant operating restrictions upon us. It could also result in negative publicity that could negatively affect student enrollment.
Any such action could adversely affect our cash flows, results of operations and financial condition, and could include the imposition of significant operating restrictions upon us. It could also result in negative publicity that could negatively affect student enrollment.
If we fail to comply with 26 these requirements, we could lose our eligibility to participate in veterans’ benefits programs, which could have a material adverse effect on our operations, cash flows, results of operations, or financial condition.
If we fail to comply with these requirements, we could lose our eligibility to participate in veterans’ benefits programs, which could have a material adverse effect on our operations, cash flows, results of operations, or financial condition.
We teach our UTI, MMI and Concorde programs at campus locations in Jacksonville, Orlando, Miramar, and Tampa, Florida, all areas that can experience tropical storms and hurricanes, severe storms, floods, coastal storms, tornadoes and power outages.
We teach our UTI and Concorde programs at campus locations in Jacksonville, Orlando, Miramar, and Tampa, Florida, all areas that can experience tropical storms and hurricanes, severe storms, floods, coastal storms, tornadoes and power outages.
We devote significant effort to understanding the effects of these regulations on our business and to developing compliant solutions that also are congruent with our business, culture, and mission to serve our students and industry relationships.
We devote significant effort to understanding the effects of these regulations on our business and to developing 25 compliant solutions that also are congruent with our business, culture, and mission to serve our students and industry relationships.
Transactions or events that constitute a change 29 of control include significant acquisitions or dispositions of our common stock or significant changes in the composition of our board of directors. Some of these transactions or events may be beyond our control.
Transactions or events that constitute a change of control include significant acquisitions or dispositions of our common stock or significant changes in the composition of our board of directors. Some of these transactions or events may be beyond our control.
Failure to comply with private education loan requirements may impair out business. Concorde offers students the opportunity to finance all or part of their education using institutional credit, including retail installment contracts. If such arrangements qualify as a “private education loan” under federal law, a multitude of regulations must be followed, including from ED and the CFPB.
Failure to comply with private education loan requirements may impair our business. Concorde offers students the opportunity to finance all or part of their education using institutional credit, including retail installment contracts. If such arrangements qualify as a “private education loan” under federal law, a multitude of regulations must be followed, including from ED and the CFPB.
Even if we are able to develop acceptable 31 new programs, we may not be able to introduce these new programs as quickly as the industries we serve require or as quickly as our competitors.
Even if we are able to develop acceptable new programs, we may not be able to introduce these new programs as quickly as the industries we serve require or as quickly as our competitors.
The proprietary loan program offered by the UTI and MMI brand schools enables students who have utilized all available government-sponsored or other financial aid and have not been successful in obtaining private loans from other financial institutions, for independent students, or PLUS loans, for dependent students, to borrow a portion of their tuition if they meet certain criteria.
The proprietary loan program offered by the UTI schools enables students who have utilized all available government-sponsored or other financial aid and have not been successful in obtaining private loans from other financial institutions, for independent students, or PLUS loans, for dependent students, to borrow a portion of their tuition if they meet certain criteria.
A delay or refusal by any state education agency in approving any changes in our operations that require state approval, such as the opening of a new campus, the introduction of new programs or the revision of existing programs, a change of control or the hiring or placement of new admissions representatives, could prevent us from making such changes or delay our ability to make such changes, or could require substantial additional costs to accommodate such delay.
A delay or refusal by any state education agency in approving any changes in our operations that require state approval, such as the opening of a new campus, the introduction of new programs or the revision of existing 27 programs, a change of control or the hiring of new admissions representatives, could prevent us from making such changes or delay our ability to make such changes, or could require substantial additional costs to accommodate such delay.
Our failure to obtain, or a delay in receiving, approval of any change of control from ED, our accrediting commission or any state in which our schools are located would impair our ability to participate in Title IV Programs, which would have a material adverse effect on our academic or operational initiatives, cash flows, results of operations, or financial condition.
Our failure to obtain, or a delay in receiving, approval of any change of control from ED, our accrediting agencies or any state in which our schools are located would impair our ability to participate in Title IV Programs, which would have a material adverse effect on our academic or operational initiatives, cash flows, results of operations, or financial condition.
If we fail to comply with the covenants or payments specified in the agreements, the lenders could declare an event of default, which would give it the right to declare all borrowings outstanding, together with accrued and unpaid interest and fees, to be immediately due and payable.
If we fail to comply with the covenants or payments specified in the agreements, the lenders could declare an event of default, which would give them the right to declare all borrowings outstanding, together with accrued and unpaid interest and fees, to be immediately due and payable.
As detailed in “Business - Regulatory Environment,” our institutions are subject to extensive regulatory requirements imposed by a wide range of federal and state agencies, as well as by our institutional accreditor. These requirements, which are subject to frequent change, cover virtually every aspect of our schools’ operations.
As detailed in “Business - Regulatory Environment,” our institutions are subject to extensive regulatory requirements imposed by a wide range of federal and state agencies, as well as by our institutional accreditors. These requirements, which are subject to frequent change, cover virtually every aspect of our schools’ operations.
Government and regulatory agencies and third parties may conduct compliance reviews, bring claims or initiate litigation against us. Because we operate in a highly regulated industry, we are subject to compliance reviews and claims of noncompliance by government agencies, regulatory agencies and third parties alleging noncompliance with applicable standards.
Government and regulatory agencies and third parties may conduct compliance reviews, bring claims or initiate litigation against us. Because we operate in a highly regulated industry, we are subject to compliance reviews and claims of noncompliance by governmental regulatory agencies, accrediting agencies, and third parties alleging noncompliance with applicable standards.
Over the last decade, Congress and state legislatures have focused significantly on for-profit education institutions, specifically regarding participation in Title IV Programs and DOD oversight of tuition assistance for military service members attending for-profit colleges.
Over the last decade, Congress and state legislatures have focused significantly on for-profit education institutions, specifically regarding participation in Title IV Programs and DOD or VA oversight of tuition assistance for military service members attending for-profit colleges.
If our institutions fail to comply with any of these regulatory requirements, our regulators could take an array of actions, including, without limitation, issuing fines or penalties, requiring reimbursement for discharged loan obligations, requiring a letter of credit, halting certain business practices, or suspending or terminating our eligibility to participate the Title IV Programs.
If our institutions fail to comply with any of these regulatory requirements, our regulators could take an array of actions, including, without limitation, issuing fines or penalties, requiring reimbursement for discharged loan obligations, requiring letter(s) of credit, halting certain business practices, or suspending or terminating our eligibility to participate in the Title IV Programs.
Any resulting impairment charge is recognized as an expense in the period in which impairment is identified. Our total recorded goodwill was $28.5 million as of September 30, 2023 resulted from our MMI, MIAT and Concorde acquisitions. We perform our annual goodwill impairment assessment as of August 1 of each fiscal year. Future assessments of goodwill could result in reductions.
Any resulting impairment charge is recognized as an expense in the period in which impairment is identified. Our total recorded goodwill of $28.5 million as of September 30, 2024 resulted from our MMI, MIAT and Concorde acquisitions. We perform our annual goodwill impairment assessment as of August 1 of each fiscal year. Future assessments of goodwill could result in reductions.
A state chartered bank with a small market capitalization originates loans under the proprietary loan program for the UTI and MMI brand schools. If the bank no longer provides service under the contract, we do not currently have an alternative bank to fulfill the demand.
A state chartered bank with a small market capitalization originates loans under the proprietary loan program for the UTI schools. If the bank no longer provides service under the contract, we do not currently have an alternative bank to fulfill the demand.
As a result, the rights of the parties under these arrangements are less clearly defined than they would be had they been in writing. Additionally, certain of our written agreements may be terminated without cause by the OEM. Finally, certain of our existing industry relationship agreements expire within the next six months.
As a result, the rights of the parties under these arrangements are less clearly defined than they would be if they were in writing. Additionally, certain of our written agreements may be terminated without cause by the OEM. Finally, certain of our existing industry relationship agreements expire within the next six months.
The portion of a student's tuition revenue related to the proprietary loan program is considered a form of variable consideration. We estimate the amount we ultimately expect to collect from the portion of tuition that is funded by the proprietary loan program, resulting in a note receivable.
The portion of a student's tuition revenue related to the proprietary loan program is treated as a form of variable consideration. We estimate the amount we ultimately expect to collect from the portion of tuition that is funded by the proprietary loan program, resulting in a note receivable.
The price of our common stock has fluctuated significantly in the past and may continue to do so in the future. As a result, you could lose all or part of your investment.
Risks Related to Investing in Our Common Stock The price of our common stock has fluctuated significantly in the past and may continue to do so in the future. As a result, you could lose all or part of your investment.
Further, our due diligence efforts relating to institutions that we intend to acquire may be unsuccessful and fail to identify noncompliance or other facts that could result in liabilities, sanctions, or material conditions or restrictions.
Further, our due diligence efforts relating to institutions that we intend to acquire may fail to identify noncompliance or other facts that could result in liabilities, sanctions, or material conditions or restrictions.
Our business and operations could be materially adversely affected in the event of earthquakes, hurricanes, severe storms, blackouts or other power losses, floods, fires, telecommunications failures, break-ins, acts of terrorism, public health crises, including the ongoing COVID-19 pandemic, other inclement weather or similar events.
Our business and operations could be materially adversely affected in the event of earthquakes, hurricanes, severe storms, blackouts or other power losses, floods, fires, telecommunications failures, break-ins, acts of terrorism, public health crises, other inclement weather or similar events.
The approvals granted by these entities permit our schools to operate and to participate in a variety of government-sponsored financial aid programs, including Title IV Programs, from which we derived approximately 67% of our revenues, on a cash basis, in fiscal year 2023.
The approvals granted by these entities permit our schools to operate and to participate in a variety of government-sponsored financial aid programs, including Title IV Programs and veterans’ programs, from which we derived approximately 78% of our revenues, on a cash basis, in fiscal year 2024.
State attorneys general and other regulators also scrutinize such arrangements. Failure to comply with regulatory requirements could have a material adverse effect on our business, cash flows, results of operations and financial condition, and could also result in negative publicity that could negatively affect student enrollment. Risks Related to Our Business Failure to execute on our growth and diversification strategy.
State attorneys general and other regulators also scrutinize such arrangements. Failure to comply with regulatory requirements could have a material adverse effect on our business, cash flows, results of operations and financial condition, and could also result in negative publicity that could negatively affect student enrollment.
Our failure to effectively identify, establish, license, accredit, obtain necessary approvals and manage the operations of newly established schools or campuses could slow our growth and make any newly established schools or campuses more costly to operate than we have historically experienced. We may be unable to successfully complete or integrate future acquisitions.
Our failure to effectively identify, establish, obtain necessary regulatory approvals and manage the operations of newly established schools or campuses could slow our growth and make any newly established schools or campuses more costly to operate than we have historically experienced. We may be unable to successfully complete or integrate future acquisitions. We may consider selective acquisitions in the future.
Furthermore, a single company processes loan applications and services the loans under the proprietary loan program. There is a 90-day termination clause in the contract under which they provide these services.
Furthermore, a single company processes loan applications and services the loans under the proprietary loan program. There is a 90-day termination clause in the contract under which it provides these services.
Item 8 of this Annual Report on Form 10-K for further discussion of activity under the proprietary loan program. 34 Factors that may impact our ability to collect these loans include the following, without limitation: current economic conditions; compliance with laws applicable to the origination, servicing and collection of loans; the quality of our loan servicers’ performance; and a decline in graduate employment opportunities and the priority that the borrowers under this loan program attach to repaying these loans as compared to other obligations, particularly students who did not complete or were dissatisfied with their programs of study.
Factors that may impact our ability to collect these loans include the following, without limitation: current economic conditions; compliance with laws applicable to the origination, servicing and collection of loans; the quality of our loan servicers’ performance; and a decline in graduate employment opportunities and the priority that the borrowers under this loan program attach to repaying these loans as compared to other obligations, particularly borrowers who did not complete or were dissatisfied with their programs of study.
As discussed in “Business - Regulatory Environment - Other Federal and State Student Aid Programs,” to participate in veterans’ benefits programs, including the Post-9/11 GI Bill, the Montgomery GI Bill, the REAP, and VA Vocational Rehabilitation, our institutions must comply with certain requirements applicable to these programs.
As discussed in “Business - Regulatory Environment - Department of Veterans Affairs Benefit Programs,” to participate in veterans’ benefits programs, including the Post-9/11 GI Bill, the Montgomery GI Bill, the REAP, and VA Vocational Rehabilitation, our institutions must comply with certain requirements applicable to these programs.
If floods, fire, inclement weather, including extreme rain, wind, heat, or cold, or accidents due to human error were to occur and cause damage to our campus facilities, or limit the ability of our students or faculty to participate in or contribute to our academic programs or our ability to comply with federal and state educational requirements or our agreements with our vendors, our business may be adversely effected, especially if such events were to occur in the midst of ongoing academic programs during an academic cycle.
We also have seven campus locations in California and seven campus locations in Texas, all in areas that have historically been susceptible to severe weather events or other natural disasters. 35 If floods, fire, inclement weather, including extreme rain, wind, heat, or cold, or accidents due to human error were to occur and cause damage to our campus facilities, or limit the ability of our students or faculty to participate in or contribute to our academic programs or our ability to comply with federal and state educational requirements or our agreements with our vendors, our business may be adversely effected, especially if such events were to occur in the midst of ongoing academic programs during an academic cycle.
These fluctuations may result in volatility or have an adverse effect on the market price of our common stock.
These fluctuations may result in volatility or have an adverse effect on the market price of our common stock. ITEM 1B. UNRESOLVED STAFF COMMENTS None.
As part of our business strategy, we anticipate opening and operating new schools or campuses. Establishing new schools or campuses poses unique challenges and requires us to make investments in management and capital expenditures, incur marketing expenses and devote other resources that are different, and in some cases greater, than those required with respect to the operation of acquired schools.
Establishing new schools or campuses poses unique challenges and requires us to make investments in management and capital expenditures, incur marketing expenses and devote other resources that are different, and in some cases greater, than those required with respect to the operation of acquired schools. Accordingly, when we open new schools, initial investments could reduce our profitability.
Additionally, the military often recruits or retains potential students when branches of the military offer enlistment or re-enlistment bonuses. 32 We may limit tuition increases or increase spending in response to competition in order to retain or attract students or pursue new market opportunities; however, if we cannot effectively respond to competitor changes, it could reduce our enrollments and our student populations.
We may limit tuition increases or increase spending in response to competition in order to retain or attract students or pursue new market opportunities; however, if we cannot effectively respond to competitor changes, it could reduce our enrollments and our student populations.
A violation of any laws or regulations relating to the collection, retention or use of personal information could also result in the imposition of fines or lawsuits against us. 33 Sustained or repeated system failures or security breaches that interrupt our ability to process information in a timely manner or that result in a breach of proprietary or personal information could have a material adverse effect on our operations and our reputation.
Sustained or repeated system failures or security breaches that interrupt our ability to process information in a timely manner or that result in a breach of proprietary or personal information could have a material adverse effect on our operations and our reputation.
Additionally, to be eligible for Title IV Program funding, a new school or campus would have to be certified by ED. We cannot be sure that we will be able to identify suitable expansion opportunities to maintain or accelerate our current growth rate or that we will be able to successfully integrate or profitably operate any new schools or campuses.
We cannot be sure that we will be able to identify suitable expansion opportunities to maintain or accelerate our current growth rate or that we will be able to successfully integrate or profitably operate any new schools or campuses.
Possession and use of personal information in our operations also subjects us to legislative and regulatory burdens that could restrict our use of personal information and require notification of data breaches.
Possession and use of personal information in our operations also subjects us to legislative and regulatory burdens that could restrict our use of personal information and require notification of data breaches. A violation of any laws or regulations relating to the collection, retention or use of personal information could also result in the imposition of fines or lawsuits against us.
Accordingly, when we open new schools, initial investments could reduce our profitability. To open a new school or campus, we would be required to obtain appropriate state and accrediting commission approvals, which may be conditioned or delayed in a manner that could significantly affect our growth plans.
To open a new school or campus, we would be required to obtain appropriate state and accrediting agency approvals, which may be conditioned or delayed in a manner that could significantly affect our growth plans. Additionally, to be eligible for Title IV Program funding, a new school or campus would have to be certified by ED.
Each of our institutions’ administration of Title IV Program funds must be audited annually by independent accountants and the resulting audit report must be submitted to ED for review. Moreover, we may be subject to program reviews from ED or a compliance audit as a condition of participation in the Higher Education Emergency Relief Fund (“HEERF”).
Each of our institutions’ administration of Title IV Program funds must be audited annually by independent accountants and the resulting audit report must be submitted to ED for review.
Moreover, damage to or total destruction of our campus facilities from various weather events may not be covered in whole or in part by any insurance we may have. Public health pandemics, epidemics or outbreaks, including the COVID-19 pandemic, could have a material adverse effect on our business and operations.
Moreover, damage to or total destruction of our campus facilities from various weather events may not be covered in whole or in part by any insurance we may have.
Integration challenges include, among others, regulatory approvals, significant capital expenditures, assumption of known and unknown liabilities, our ability to control costs and our ability to integrate new personnel.
We may not be able to complete any acquisitions on favorable terms or, even if we do, we may not be able to successfully integrate the acquired businesses into our business. Integration challenges include, among others, regulatory approvals, significant capital expenditures, assumption of known and unknown liabilities, our ability to control costs and our ability to integrate new personnel.
This may include employment with our industry partners or with other manufacturers and employers of our graduates.
This may include employment with our industry partners or with other manufacturers and employers of our graduates. Additionally, the military often recruits or retains potential students when branches of the military offer enlistment or re-enlistment bonuses.
See Note 2 of the notes to our Consolidated Financial Statements within Part II.
See Note 2 of the notes to our Consolidated Financial Statements within Part II. Item 8 of this Annual Report on Form 10-K for further discussion of activity under the proprietary loan program.
The COVID-19 pandemic and the resulting containment measures have caused economic and financial disruptions globally.
Public health pandemics, epidemics or outbreaks, such as the COVID-19 pandemic, could have a material adverse effect on our business and operations. The COVID-19 pandemic and the resulting containment measures caused economic and financial disruptions globally.
Removed
We may consider selective acquisitions in the future. We may not be able to complete any acquisitions on favorable terms or, even if we do, we may not be able to successfully integrate the acquired businesses into our business.
Added
Risks Related to the Extensive Regulation of Our Business Our failure to comply with the extensive regulatory requirements for school operations could result in financial requirements or penalties, restrictions on our operations and loss of external financial aid funding.
Removed
We also have seven campus locations in California and seven campus locations in Texas, all in areas that have historically been susceptible to severe weather events.
Added
Moreover, we may be subject to program reviews from ED, audits by the ED Office of Inspector General, or a compliance audit as a condition of participation in the Higher Education Emergency Relief Fund (“HEERF”).
Removed
Risks Related to Investing in Our Common Stock Holders of our Series A Preferred Stock own a significant percentage of our capital stock, are able to influence and control certain corporate matters and could in the future substantially dilute the ownership interest of holders of our common stock.
Added
“Borrower defense to repayment” regulations may subject us to significant repayment liability to ED for discharged federal student loans.
Removed
On June 24, 2016, we entered into a purchase agreement pursuant to which we sold 700,000 shares of Series A Preferred Stock to Coliseum Holdings I, LLC (“ Coliseum Holdings ”), and filed a Certificate of Designation, Preferences and Rights of Series A Convertible Preferred Stock with the Secretary of State of the State of Delaware.
Added
Under the HEA and its implementing regulations, students may file a claim with ED to discharge their federal Direct Loans (or Direct Consolidated Loans) on the basis that their institution misled them or engaged in other misconduct related to the making of their federal loans or the provision of their educational services.
Removed
If fully converted, the shares of Series A Preferred Stock are convertible into 20,296,847 shares of common stock.
Added
Such claims are known as “borrower defense to repayment” or “BDR” claims. If ED grants a BDR claim, it may seek to recoup the amount discharged from the school that engaged in the alleged misconduct.
Removed
Holders of shares of Series A Preferred Stock are entitled to vote with the holders of shares of common stock and any other class or series similarly entitled to vote with the holders of common stock and not as a separate class, at any annual or special meeting of stockholders, and may act by written consent in the same manner as the holders of common stock, on an as converted basis.
Added
We cannot predict how many claims will be submitted, which applications ED may grant in the future, whether ED will seek recoupment of any discharged amounts, or whether our defenses to any recoupment action will succeed.
Removed
Shares of Series A Preferred Stock are convertible to common stock at any time at the option of the holder, subject to the Continuing Caps.
Added
If ED were to discharge a significant number of loans and thereafter successfully assert recoupment against the Company, we could be subject to significant repayment liability to ED, which may limit our ability to make investments in our business and negatively impact our financial condition and future growth.
Removed
See Note 18 of the notes to our Consolidated Financial Statements within Part II, Item 8 of this Annual Report on Form 10-K for a discussion of the “Continuing Caps.” Any conversion of Series A Preferred Stock into common stock would dilute the ownership interest of existing holders of our common stock, and any sales in the public market of the common stock issuable upon such conversion could adversely affect prevailing market prices of our common stock.
Added
A failure to demonstrate "Financial Responsibility" as a result of loan discharge applications under the BDR Rule would have negative impacts on our operations.
Removed
We have granted Coliseum Holdings and certain recipients of Series A Preferred Stock in the Distributions registration rights in respect of the shares of Series A Preferred Stock and any shares of common stock issued upon conversion thereof.
Added
For additional information regarding the Company’s BDR claims (and responses thereto), please see “Business - Regulatory Environment - Borrower Defense to Repayment.” 29 The postsecondary education regulatory environment has changed and may change in the future as a result of U.S. federal elections.
Removed
These registration rights could facilitate the resale of such securities into the 36 public market, and any resale of these securities would increase the number of shares of our common stock available for public trading.

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Item 2. Properties

Properties — owned and leased real estate

3 edited+1 added−1 removed2 unchanged
Biggest changeWorth) UTI 95,000 Owned N/A Texas (Houston) UTI 172,000 Owned N/A Texas (Houston) MIAT 54,000 Leased June 2029 Texas (Grand Prairie) Concorde 50,000 Leased January 2029 Texas (San Antonio) Concorde 48,000 Leased February 2025 Other locations: Arizona (Phoenix) UTI and Corporate 21,000 Leased February 2027 Missouri (Kansas City) (2) Concorde 23,000 Leased May 2027 Missouri (Overland Park) (2) Concorde 8,000 Leased November 2030 38 (1) In March 2023, we purchased the three primary buildings and the associated land at our UTI Orlando, Florida campus, which was previously leased, for approximately $26.2 million, including closing costs and other fees.
Biggest changeWorth) UTI 95,000 Owned N/A Texas (Houston) UTI 172,000 Owned N/A Texas (Houston) MIAT 54,000 Leased June 2029 Texas (Grand Prairie) Concorde 50,000 Leased January 2029 Texas (San Antonio) 1 Concorde 48,000 Leased February 2033 Other locations: Arizona (Phoenix) UTI and Corporate 21,000 Leased February 2027 Missouri (Overland Park) 2 Concorde 8,000 Leased November 2030 (1) In December 2023, we renewed our lease on the Concorde San Antonio, Texas campus for an additional eight year term.
Location Brand Approximate Square Footage Leased or Owned Lease Expiration Date Campus locations: Arizona (Avondale) UTI/MMI 283,000 Owned N/A California (Garden Grove) Concorde 45,000 Leased March 2032 California (Long Beach) UTI 137,000 Leased August 2030 California (North Hollywood) Concorde 35,000 Leased May 2027 California (Rancho Cucamonga) UTI 148,000 Leased September 2031 California (Sacramento) UTI 117,000 Leased February 2033 California (San Bernardino) Concorde 48,000 Leased March 2028 California (San Diego) Concorde 34,000 Leased January 2027 Colorado (Aurora) Concorde 55,000 Leased December 2025 Florida (Jacksonville) Concorde 46,000 Leased December 2027 Florida (Miramar) UTI 103,000 Leased March 2032 Florida (Miramar) Concorde 33,000 Leased April 2028 Florida (Orlando) (1) UTI/MMI 154,000 Owned N/A Florida (Orlando) (1) UTI/MMI 34,000 Leased March 2031 Florida (Orlando) Concorde 41,000 Leased April 2030 Florida (Tampa) Concorde 30,000 Leased January 2027 Illinois (Lisle) UTI 187,000 Owned N/A Michigan (Canton) MIAT 125,000 Leased April 2036 Mississippi (Southaven) Concorde 23,000 Leased March 2027 Missouri (Kansas City) Concorde 40,000 Leased June 2032 Missouri (St.
Location Brand Approximate Square Footage Leased or Owned Lease Expiration Date Campus locations: Arizona (Avondale) UTI/MMI 283,000 Owned N/A California (Garden Grove) Concorde 45,000 Leased March 2032 California (Long Beach) UTI 137,000 Leased August 2030 California (North Hollywood) Concorde 35,000 Leased May 2027 California (Rancho Cucamonga) UTI 148,000 Leased September 2031 California (Sacramento) UTI 117,000 Leased February 2033 California (San Bernardino) Concorde 48,000 Leased March 2028 California (San Diego) Concorde 34,000 Leased January 2027 Colorado (Aurora) Concorde 55,000 Leased December 2025 38 Location Brand Approximate Square Footage Leased or Owned Lease Expiration Date Florida (Jacksonville) Concorde 46,000 Leased December 2027 Florida (Miramar) UTI 103,000 Leased March 2032 Florida (Miramar) Concorde 33,000 Leased April 2028 Florida (Orlando) UTI/MMI 154,000 Owned N/A Florida (Orlando) UTI/MMI 34,000 Leased March 2031 Florida (Orlando) Concorde 41,000 Leased April 2030 Florida (Tampa) Concorde 30,000 Leased January 2027 Illinois (Lisle) UTI 187,000 Owned N/A Michigan (Canton) MIAT 125,000 Leased April 2036 Mississippi (Southaven) Concorde 23,000 Leased March 2027 Missouri (Kansas City) Concorde 40,000 Leased June 2032 Missouri (St.
ITEM 2. PROPERTIES The following sets forth certain information relating to our campuses and corporate headquarters as of September 30, 2023. Many of the leases are renewable for additional terms at our option.
ITEM 2. PROPERTIES The following sets forth certain information relating to our campuses and corporate headquarters as of September 30, 2024. Many of the leases are renewable for additional terms at our option.
Removed
There is one remaining building that is still leased through March 2031. (2) In June 2023, we executed a lease for a new, smaller corporate headquarters for our Concorde segment in Overland Park, Missouri. In July, we vacated our previous office location in Kansas City, Missouri.
Added
(2) In July 2024, we came to an early lease termination agreement on the Concorde Kansas City, Missouri corporate office, which had been vacated for a smaller space in July 2023.

Item 5. Market for Registrant's Common Equity

Market for Common Equity — stock, dividends, buybacks

7 edited+4 added−1 removed3 unchanged
Biggest changeWe continuously evaluate our cash position in light of growth opportunities, operating results and general market conditions. Repurchase of Securities On December 10, 2020, our Board of Directors authorized a new share repurchase plan that would allow for the repurchase of up to $35.0 million of our common stock in the open market or through privately negotiated transactions.
Biggest changeRepurchase of Securities On December 10, 2020, our board of directors authorized a new share repurchase plan that would allow for the repurchase of up to $35.0 million of our common stock in the open market or through privately negotiated transactions. Any repurchases under this new stock repurchase program require the approval of our board of directors.
This presentation assumes that $100 was invested in shares of the relevant issuers on September 30, 2018, and that dividends received were immediately invested in additional shares.
This presentation assumes that $100 was invested in shares of the relevant issuers on September 30, 2019, and that dividends received were immediately invested in additional shares.
Lincoln Educational Services Corporation Notes: • The lines represent monthly index levels derived from compounded daily returns that include all dividends. • The indexes are reweighted daily, using the market capitalization on the previous trading day. • If the monthly interval, based on the fiscal year-end, is not a trading day, the preceding trading day is used. • The index level for all series was set to $100 on September 30, 2018. • Russell 2000 Index Data: Copyright Russell Investments.
Lincoln Educational Services Corporation Notes: • The lines represent monthly index levels derived from compounded daily returns that include all dividends. • The indexes are reweighted daily, using the market capitalization on the previous trading day. • If the monthly interval, based on the fiscal year-end, is not a trading day, the preceding trading day is used. • The index level for all series was set to $100.00 on 9/30/2019.
Used with permission. All rights reserved. Copyright 1980-2022. Prepared by Zacks Investment Research, Inc. Used with permission. All rights reserved. ITEM 6. [RESERVED]
Prepared by Zacks Investment Research, Inc. Used with permission. All rights reserved. ITEM 6. [RESERVED]
ITEM 5. MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES Market Information Our common stock is listed on the NYSE under the symbol “UTI.” The closing price of our common stock as reported by the NYSE on November 28, 2023 was $11.62 per share.
ITEM 5. MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES Market Information Our common stock is listed on the NYSE under the symbol “UTI.” The closing price of our common stock as reported by the NYSE on December 3, 2024 was $24.17 per share.
As of November 28, 2023, there were 14 holders of record of our common stock. Dividends On June 9, 2016, our board of directors voted to eliminate the quarterly cash dividend on our common stock. Any future common stock dividends require the approval of a majority of the voting power of the Series A Preferred Stock.
As of December 3, 2024, there were 18 holders of record of our common stock. Dividends On June 9, 2016, our board of directors voted to eliminate the quarterly cash dividend on our common stock. Any future common stock dividends require the approval from our board of directors.
The graph plots the value of the initial $100 investment at one-year intervals for the fiscal years shown. 40 CRSP Total Returns Index for: 09/2018 09/2019 09/2020 09/2021 09/2022 09/2023 Universal Technical Institute, Inc. $ 100.00 $ 204.51 $ 190.98 $ 254.14 $ 204.51 $ 315.00 Russell 2000 100.00 91.11 91.47 135.08 103.34 112.56 Peer Group 100.00 90.66 66.46 67.91 59.91 76.44 Companies in the Self-Determined Peer Group: Adtalem Global Education, Inc.
The graph plots the value of the initial $100 investment at one-year intervals for the fiscal years shown. 40 CRSP Total Returns Index for: 09/2019 09/2020 09/2021 09/2022 09/2023 09/2024 Universal Technical Institute, Inc. $ 100.00 $ 93.38 $ 124.26 $ 100.00 $ 154.03 $ 298.83 Russell 2000 100.00 100.39 148.25 113.42 123.55 156.61 Peer Group 100.00 73.31 74.91 66.08 84.31 125.25 Companies in the Self-Determined Peer Group: Adtalem Global Education, Inc.
Removed
This new share repurchase plan replaced the previously authorized plan from fiscal 2012. Any repurchases under this new stock repurchase program require the approval of a majority of the voting power of our Series A Preferred Stock. We did not repurchase any shares during the year ended September 30, 2023.
Added
Pursuant to the Certificate of Designations of the Series A Preferred Stock, we paid preferred stock cash dividends of $1.1 million during the year ended September 30, 2024.
Added
As of September 30, 2024, no shares of the Series A Preferred Stock remained outstanding and all rights of the holders to receive future dividends have been terminated due to the combination of the repurchase and conversion of all outstanding preferred shares as of December 18, 2023.
Added
See Note 18 of the notes to our Consolidated Financial Statements within Part II, Item 8 of this Annual Report on Form 10-K for further information on the preferred share conversion. We continuously evaluate our cash position in light of growth opportunities, operating results and general market conditions.
Added
We did not repurchase any shares during the quarter ended September 30, 2024.

Item 7. Management's Discussion & Analysis

Management's Discussion & Analysis (MD&A) — revenue / margin commentary

88 edited+31 added−45 removed43 unchanged
Biggest changeRevenues (Dollars shown in thousands) Year Ended September 30, 2023 2022 2021 Three Month Period Ending: Amount Percent Amount Percent Amount Percent December 31 $ 120,004 19.8 % $ 105,075 25.1 % $ 76,125 22.7 % March 31 163,820 27.0 % 102,086 24.4 % 77,709 23.2 % June 30 153,286 25.2 % 100,966 24.1 % 83,768 25.0 % September 30 170,298 28.0 % 110,638 26.4 % 97,481 29.1 % Total fiscal year $ 607,408 100.0 % $ 418,765 100.0 % $ 335,083 100.0 % The increase in revenues for each of the three months ended December 31, 2022, March 31, 2023, June 30, 2023 and September 30, 2023, as compared to the same periods in fiscal 2022, was due to an increase in student population during fiscal 2023 primarily related to the acquisition of Concorde. 53 The increase in revenues for each of the three months ended December 31, 2021, March 31, 2022, June 30, 2022 and September 30, 2022, as compared to the same periods in fiscal 2021, was primarily due to an increase in student population during fiscal 2022 in conjunction with the acquisition of MIAT.
Biggest changeFurthermore, our revenues for the first quarter ending December 31 are impacted by the closure of our campuses for a week in December for a holiday break and during which we do not earn revenue. 53 Revenues (Dollars shown in thousands) Year Ended September 30, 2024 2023 2022 Three Month Period Ending: Amount Percent Amount Percent Amount Percent December 31 $ 174,695 23.8 % $ 120,004 19.8 % $ 105,075 25.1 % March 31 184,176 25.1 % 163,820 27.0 % 102,086 24.4 % June 30 177,458 24.2 % 153,286 25.2 % 100,966 24.1 % September 30 196,358 26.9 % 170,298 28.0 % 110,638 26.4 % Total fiscal year $ 732,687 100.0 % $ 607,408 100.0 % $ 418,765 100.0 % The increase in revenues for each of the three months ended December 31, 2023, March 31, 2024, June 30, 2024 and September 30, 2024, as compared to the same periods in fiscal 2023, was due to an increase in student population during fiscal 2024.
The effective income tax rate for the year ended September 30, 2023 differed from the federal statutory tax rate of 21% primarily due to non-deductible executive compensation, transaction costs, federal research and development tax credits and state and local income and franchise taxes.
The effective income tax rate for the year ended September 30, 2023 differed from the federal statutory rate of 21% primarily due to non-deductible executive compensation, transaction costs, federal research and development tax credits and state and local income and franchise taxes.
Our ability to start new students can be influenced by various factors including: the state of the general macro-economic environment and its impact on price sensitivity and the ability and willingness of students and their families to incur debt to fund their education; unemployment rates; competition; adverse media coverage; legislative, or regulatory actions and investigations by attorneys general and various agencies related to allegations of wrongdoing on the part of other companies within the education and training services industry, which can cast the aggregate “for-profit” education industry in a negative light; and pandemics and or other national, state or local emergencies as declared by various government authorities.
Our ability to start new students can be influenced by various factors including: the state of the general macro-economic environment and its impact on price sensitivity and the ability and willingness of students and their families to incur debt to fund their education; unemployment rates; competition; adverse media coverage; legislative, or regulatory actions and investigations by attorneys general and various agencies related to allegations of wrongdoing on the part of other companies 44 within the education and training services industry, which can cast the aggregate “for-profit” education industry in a negative light; and pandemics and or other national, state or local emergencies as declared by various government authorities.
Changes in operating assets and liabilities for the year ended September 30, 2023 used cash of $22.7 million primarily due to the following: • Changes in our operating lease liability as a result of rent payments used cash of $20.5 million. • The change in deferred revenue provided cash of $11.4 million and was primarily attributable to the timing of student starts, the number of students in school and where they were at period end in relation to completion of their program at September 30, 2023 as compared to September 30, 2022. • Changes in our accounts payable and accrued expenses due to the timing of payments used cash of $5.9 million. • The increase in receivables used cash of $4.9 million and was primarily due to the timing of Title IV disbursements and other cash receipts on behalf of our students.
Changes in operating assets and liabilities for the year ended September 30, 2023 used cash of $22.7 million primarily due to the following: • Changes in our operating lease liability as a result of rent payments used cash of $20.5 million. • The change in deferred revenue provided cash of $11.4 million and was primarily attributable to the timing of student starts, the number of students in school and where they were at period end in relation to completion of their program at September 30, 2023 as compared to September 30, 2022. 52 • Changes in our accounts payable and accrued expenses due to the timing of payments used cash of $5.9 million. • The increase in receivables used cash of $4.9 million and was primarily due to the timing of Title IV disbursements and other cash receipts on behalf of our students.
The two-class method is an earnings allocation formula that determines earnings per share for common stock and participating securities according to dividend and participation rights in undistributed earnings. Under this method, 49 all earnings, distributed and undistributed, are allocated to common shares and participating securities based on their respective rights to receive dividends.
The two-class method is an earnings allocation formula that determines earnings per share for common stock and participating securities according to dividend and participation rights in undistributed earnings. Under this method, all earnings, distributed and undistributed, are allocated to common shares and participating securities based on their respective rights to receive dividends.
See Note 18 of the notes to our Consolidated Financial Statements within Part II, Item 8 of this Annual Report on Form 10-K for further discussion of the preferred stock. Income available for distribution Income available for distribution refers to net income reduced by dividends on our Series A Preferred Stock.
See 49 Note 18 of the notes to our Consolidated Financial Statements within Part II, Item 8 of this Annual Report on Form 10-K for further discussion of the preferred stock. Income available for distribution Income available for distribution refers to net income reduced by dividends on our Series A Preferred Stock.
The repayment term is up to 10 years. Under ASC 606, the portion of tuition revenue related to the proprietary loan program is considered a form of variable consideration. We estimate the amount we ultimately expect to collect from the portion of tuition that is funded by the proprietary loan program, resulting in a note receivable.
The repayment term is generally up to 10 years. Under ASC 606, the portion of tuition revenue related to the proprietary loan program is considered a form of variable consideration. We estimate the amount we ultimately expect to collect from the portion of tuition that is funded by the proprietary loan program, resulting in a note receivable.
In addition, we continue to pursue other opportunities that align with our growth, diversification and optimization strategy. Results of Operations The following table sets forth selected statements of operations data as a percentage of revenues for each of the periods indicated.
In addition, we continue to pursue other opportunities that align with our growth, diversification and optimization strategy. 45 Results of Operations The following table sets forth selected statements of operations data as a percentage of revenues for each of the periods indicated.
Additionally, we bear all credit and collection risk for the portion of our student tuition that is funded through the proprietary loan program. Operating Expenses We categorize our operating expenses as (i) educational services and facilities and (ii) selling, general and administrative.
Additionally, we bear all credit and collection risk for the portion of our student tuition that is funded through the proprietary loan program. 43 Operating Expenses We categorize our operating expenses as (i) educational services and facilities and (ii) selling, general and administrative.
We believe that additional uses of our cash resources may include consideration of strategic acquisitions and organic growth initiatives, purchase of real estate assets, subsidizing funding alternatives for our students, and the repurchase of common stock, among others.
Strategic Uses of Cash We believe that uses of our cash resources may include consideration of strategic acquisitions and organic growth initiatives, purchase of real estate assets, subsidizing funding alternatives for our students, and the repurchase of common stock, among others.
We believe that the following accounting estimates are the most critical to aid in fully understanding and evaluating our reported financial results, and they require management’s most subjective and complex judgments in estimating the effect of inherent uncertainties.
We believe that the following accounting estimates are the most critical to aid 54 in fully understanding and evaluating our reported financial results, and they require management’s most subjective and complex judgments in estimating the effect of inherent uncertainties.
Additionally, we had continued capital expenditures for further construction at the UTI Austin, Texas and Miramar, Florida campuses, in addition to program expansion costs for both UTI and Concorde. Further, on December 1, 2022, we completed the acquisition of Concorde which resulted in $16.4 million of cash paid for acquisitions, net of cash acquired.
Additionally, we had continued capital expenditures for further construction at the UTI Austin, Texas and Miramar, Florida campuses, and program expansion costs for both UTI and Concorde. Further, on December 1, 2022, we completed the acquisition of Concorde which resulted in $16.4 million of cash paid for acquisitions, net of cash acquired.
Tuition and fee revenue is recognized ratably over the term of the course or program offered. Approximately 99% of our revenues for each of the years ended September 30, 2023, 2022 and 2021, respectively, consisted of gross tuition. The majority of the UTI programs are designed to be completed in 30 to 100 weeks.
Tuition and fee revenue is recognized ratably over the term of the course or program offered. Approximately 99% of our revenues for each of the years ended September 30, 2024, 2023 and 2022, respectively, consisted of gross tuition. The majority of the UTI programs are designed to be completed in 30 to 100 weeks.
The introduction of additional program offerings at existing campuses and the opening of additional campuses is expected to influence our average full-time enrollment. UTI currently offers start dates at its campuses that range from every three to nine weeks throughout the year in the core programs.
The introduction of additional program offerings at existing campuses and the opening of additional campuses is expected to influence our average full-time enrollment. UTI currently offers start dates at its campuses that range from every three to eleven weeks throughout the year in the core programs.
Proprietary Loan Program In order to provide funding for students who are not able to fully finance the cost of their education under traditional governmental financial aid programs, commercial loan programs or other alternative sources, we established a private loan program with a bank. This program is currently offered to students at our UTI and MMI branded schools.
Proprietary Loan Program In order to provide funding for students who are not able to fully finance the cost of their education under traditional governmental financial aid programs, commercial loan programs or other alternative sources, we established a private loan program with a bank. This program is currently offered to students at our UTI schools.
Selling, general and administrative expenses include: compensation and benefits, including stock-based compensation, of employees who are not directly associated with the provision of educational services, such as executive management, finance and central accounting, information technology, legal, human resources, marketing and student admissions; marketing and student enrollment expenses; professional services; bad debt expense; costs associated with the implementation and operation of our student management and reporting system; rent for our corporate office headquarters; depreciation and amortization of property and equipment that is not used in the provision of educational services; and other costs that are incidental to our operations.
Selling, general and administrative expenses include: compensation and benefits, including stock-based compensation, of employees who are not directly associated with the provision of educational services, such as executive management, finance and central accounting, information technology, legal, human resources, marketing and student admissions; marketing and student enrollment expenses; professional services; provision for credit losses; costs associated with the implementation and operation of our student management and reporting system; rent for our corporate office headquarters; depreciation and amortization of property and equipment that is not used in the provision of educational services; and other costs that are incidental to our operations.
For a discussion of our liquidity for the year ended September 30 2021, refer to Part II, Item 7, “Management’s Discussion and Analysis of Financial Position and Results of Operations,” of our 2022 Form 10-K filed with the SEC on December 12, 2022 which discussion is incorporated herein by reference and which is available free of charge on the SEC’s website at www.sec.gov.
For a discussion of our liquidity for the year ended September 30 2022, refer to Part II, Item 7, “Management’s Discussion and Analysis of Financial Position and Results of Operations,” of our 2023 Form 10-K filed with the SEC on December 1, 2023 which discussion is incorporated herein by reference and which is available free of charge on the SEC’s website at www.sec.gov.
Financing Activities For the year ended September 30, 2023, net cash provided by financing activities was $81.8 million which was primarily related to proceeds from our revolving credit facility of $90.0 million, offset by the semi-annual payments of preferred stock dividends of $5.1 million, and the repayment of long-term debt of $1.8 million.
For the year ended September 30, 2023, net cash provided by financing activities was $81.8 million, which was primarily related to proceeds from our revolving credit facility of $90.0 million, offset by payment of preferred stock dividends of $5.1 million, and the repayment of long-term debt of $1.8 million.
Under our UTI proprietary loan program, we bear all credit and collection risk and students are not required to begin repayment until six months after the student completes or withdraws from his or her program. Similarly, we bear all credit and collection risk for students paying through UTI cash payment plans and those under a retail installment contract at Concorde.
Under our UTI proprietary loan program, we bear all credit and collection risk and students are not required to begin repayment until six months after the student completes or withdraws from his or her program. Similarly, we bear all credit and collection risk for students paying through cash payment plans and those under retail installment contracts.
Our insurers issue surety bonds for us on behalf of our campuses and admissions representatives with multiple states to maintain authorization to conduct our business. We are obligated to 51 reimburse our insurers for any surety bonds that are paid by the insurers. As of September 30, 2023, the total face amount of these surety bonds was approximately $22.3 million.
Our insurers issue surety bonds for us on behalf of our campuses and admissions representatives with multiple states to maintain authorization to conduct our business. We are obligated to reimburse our insurers for any surety bonds that are paid by the insurers. As of September 30, 2024, the total face amount of these surety bonds was approximately $22.9 million.
For a discussion of the financial results of operations for the year ended September 30, 2022 compared to the year ended September 30 2021, refer to Part II, Item 7, “Management’s Discussion and Analysis of Financial Position and Results of Operations,” of our 202 2 Form 10-K filed with the SEC on December 12, 2022 which discussion is incorporated herein by reference and which is available free of charge on the SEC’s website at www.sec.gov.
For a discussion of the financial results of operations for the year ended September 30, 2023 compared to the year ended September 30 2022, refer to Part II, Item 7, “Management’s Discussion and Analysis of Financial Position and Results of Operations,” of our 2023 Form 10-K filed with the SEC on December 1, 2023 which discussion is incorporated herein by reference and which is available free of charge on the SEC’s website at www.sec.gov.
We offer a variety of payment plans to help students pay that portion of their education expenses not covered by financial aid programs or alternate fund sources, which are unsecured and not guaranteed.
We offer a variety of payment plans, including retail installment contracts, to help students pay that portion of their education expenses not covered by financial aid programs or alternate fund sources, which are unsecured and not guaranteed.
UTI works closely with multiple original equipment manufacturers and industry brand partners to understand their needs for qualified service professionals. Concorde Career Colleges (“Concorde”): Concorde operates 17 campuses located in eight states and online, offering degree, non-degree, and continuing education programs in the allied health, dental, nursing, patient care and diagnostic fields.
UTI works closely with multiple original equipment manufacturers and industry brand partners to understand their needs for qualified service professionals. Concorde Career Colleges (“Concorde”): On December 1, 2022, we acquired Concorde which operates 17 campuses located in eight states and online, offering degree, non-degree, and continuing education programs in the allied health, dental, nursing, patient care and diagnostic fields.
Non-GAAP Financial Measures Our earnings before interest, tax, depreciation and amortization (“EBITDA”) for the years ended September 30, 2023, 2022 and 2021 were $47.1 million, $38.8 million and $29.5 million, respectively. We define EBITDA as net income (loss) for the year, before interest (income) expense, income tax (benefit) expense, and depreciation and amortization.
Non-GAAP Financial Measures Our earnings before interest, tax, depreciation and amortization (“EBITDA”) for the years ended September 30, 2024, 2023 and 2022 were $88.7 million, $47.1 million and $38.8 million, respectively. We define EBITDA as net income (loss) for the year, before interest (income) expense, income tax expense (benefit), and depreciation and amortization.
Investing Activities For the year ended September 30, 2023, net cash used in investing activities was $44.1 million. The cash outflow was primarily related to the purchase of property and equipment of $56.7 million. During the year ended September 30, 2023, we purchased three buildings and the associated land at our UTI Orlando, Florida campus for $26.2 million.
The cash outflow was primarily related to the purchase of property and equipment of $56.7 million. During the year ended September 30, 2023, we purchased three buildings and the associated land at our UTI Orlando, Florida campus for $26.2 million.
Approximately $37.7 million relates to a term loan that bears interest at the rate of Term SOFR plus 2.0% over the seven-year term, secured in connection with the purchase of the UTI Lisle, Illinois campus property in February 2022. Approximately $5.6 million relates to a finance lease for a campus within our Concorde segment.
Approximately $36.9 million relates to a term loan that bears interest at the rate of Term SOFR plus 2.0% over the seven-year term, secured in connection with the purchase of the UTI Lisle, Illinois campus property in February 2022. Approximately $4.8 million relates to a finance lease for a campus within our Concorde segment.
Exclusion of items in our non-GAAP presentation should not be construed as an inference that these items are unusual, infrequent or non-recurring. Other companies, including other companies in the education industry, may calculate EBITDA differently than we do, limiting its usefulness as a comparative measure across companies. Investors are encouraged to use GAAP measures when evaluating our financial performance.
Exclusion of items in our non-GAAP presentation should not be construed as an inference that these items are unusual, infrequent or non-recurring. Other companies, including other companies in the education industry, may calculate EBITDA differently than we do, limiting its usefulness as a comparative measure across companies.
Of the $162.6 million outstanding, $29.3 million relates to a term loan that bears interest at the rate of Term SOFR plus 2.0% and a tranche rate adjustment of 0.046% over the seven-year term secured in connection with the UTI Avondale, Arizona campus property purchased in December 2020.
Of the $126.1 million outstanding, $28.4 million relates to a term loan that bears interest at the rate of Term SOFR plus 2.0% and a tranche rate adjustment of 0.046% over the seven-year term secured in connection with the UTI Avondale, Arizona campus property purchased in December 2020.
Year Ended September 30, 2023 2022 2021 Revenues 100.0 % 100.0 % 100.0 % Operating expenses: Educational services and facilities 54.3 % 49.5 % 49.8 % Selling, general and administrative 42.2 % 45.2 % 45.8 % Total operating expenses 96.5 % 94.7 % 95.6 % Income from operations 3.5 % 5.3 % 4.4 % Interest (expense) income, net (0.6) % (0.4) % (0.1) % Other income (expense) 0.1 % (0.1) % 0.2 % Total other (expense) income, net (0.5) % (0.5) % 0.1 % Income before income taxes 3.0 % 4.8 % 4.5 % Income tax (expense) benefit (0.9) % 1.3 % (0.2) % Net income 2.1 % 6.1 % 4.3 % Preferred stock dividends (0.8) % (1.2) % (1.6) % Income available for distribution 1.3 % 4.9 % 2.7 % Income allocated to participating securities (0.4) % (1.9) % (1.1) % Net income available to common shareholders 0.9 % 3.0 % 1.6 % Year Ended September 30, 2023 Compared to Year Ended September 30, 2022 Revenues The following table presents revenue by segment (in thousands): Year ended September 30, 2023 Year ended September 30, 2022 UTI Concorde Consolidated UTI Concorde Consolidated Revenue $ 429,317 $ 178,091 $ 607,408 $ 418,765 $ — $ 418,765 Year over Year % Change 2.5 % 100.0 % 45.0 % Our revenues for the year ended September 30, 2023 were $607.4 million, an increase of $188.6 million, or 45.0%, as compared to revenues of $418.8 million for the year ended September 30, 2022.
Year Ended September 30, 2024 2023 2022 Revenues 100.0 % 100.0 % 100.0 % Operating expenses: Educational services and facilities 52.5 % 54.3 % 49.5 % Selling, general and administrative 39.5 % 42.2 % 45.2 % Total operating expenses 92.0 % 96.5 % 94.7 % Income from operations 8.0 % 3.5 % 5.3 % Interest (expense) income, net (0.4) % (0.6) % (0.4) % Other income (expense) 0.1 % 0.1 % (0.1) % Total other (expense) income, net (0.3) % (0.5) % (0.5) % Income before income taxes 7.7 % 3.0 % 4.8 % Income tax (expense) benefit (1.9) % (0.9) % 1.3 % Net income 5.8 % 2.1 % 6.1 % Preferred stock dividends (0.1) % (0.8) % (1.2) % Income available for distribution 5.7 % 1.3 % 4.9 % Income allocated to participating securities (0.4) % (0.4) % (1.9) % Net income available to common shareholders 5.3 % 0.9 % 3.0 % Year Ended September 30, 2024 Compared to Year Ended September 30, 2023 Revenues The following table presents revenue by segment (in thousands): Year ended September 30, 2024 Year ended September 30, 2023 Year over Year % Change UTI $ 486,376 $ 429,317 13.3 % Concorde 246,311 178,091 38.3 % Consolidated 732,687 607,408 20.6 % Our revenues for the year ended September 30, 2024 were $732.7 million, an increase of $125.3 million, or 20.6%, as compared to revenues of $607.4 million for the year ended September 30, 2023.
As a result of the foregoing, we reported income available for distribution for the years ended September 30, 2023 and 2022 of $7.3 million and $20.7 million, respectively.
As a result of the foregoing, we reported income available for distribution for the years ended September 30, 2024 and 2023 of $40.9 million and $7.3 million, respectively.
Net income available to common shareholders After allocating the income to the participating securities, we had $4.5 million and $12.8 million of net income available to common shareholders for the years ended September 30, 2023 and 2022, respectively.
Net income available to common shareholders After allocating the income to the participating securities, we had $38.0 million and $4.5 million of net income available to common shareholders for the years ended September 30, 2024 and 2023, respectively.
Allowance for uncollectible accounts We maintain an allowance for uncollectible accounts for estimated losses resulting from the inability, failure or refusal of our students to make required payments.
Allowance for credit losses We maintain an allowance for expected credit losses resulting from the inability, failure or refusal of our students to make required payments.
The UTI segment implemented tuition rate increases of up to 6.0%, 2.5% and 2.5% for each of the years ended September 30, 2023, 2022 and 2021, respectively, and the Concorde segment implemented a tuition rate increase of 3.0% for the year ended September 30, 2023.
The UTI segment implemented average tuition rate increases of up to 3.0%, 6.0% and 2.5% for each of the years ended September 30, 2024, 2023 and 2022, respectively, and the Concorde segment implemented average tuition rate increases of approximately 2.5% and 3.0% for the years ended September 30, 2024 and 2023, respectively.
The $3.3 million of other expense in fiscal 2023 was comprised primarily of $9.7 million of interest expense from our revolving credit facility and existing term loans, partially offset by interest income of $5.9 million.
The $2.7 million of other expense in fiscal 2024 is primarily comprised of $9.5 million of interest expense from our revolving credit facility and term loans, partially offset by interest income of $6.3 million.
Our cash position is available to fund strategic long-term growth initiatives, including opening additional campuses in new markets and the creation and expansion of new programs, such as welding, in existing markets and campus facilities.
Our cash position is available to fund strategic long-term growth initiatives, including opening additional campuses in new markets and the creation and expansion of new programs in existing markets where we continue to optimize utilization of our campus facilities.
Additionally, approximately 10% of our revenues, on a cash basis, were collected from funds distributed under various veterans' benefits programs for the year ended September 30, 2023. 43 The Company extends credit for tuition and fees, for a limited period of time, to the majority of our students.
Approximately 78% of our revenues, on a cash basis, were collected from funds distributed under Title IV Programs and various veterans' benefits programs for the year ended September 30, 2024 as calculated under the 90/10 rule. The Company extends credit for tuition and fees, for a limited period of time, to the majority of our students.
EBITDA reconciles to net income as follows (in thousands): Year Ended September 30, 2023 2022 2021 Net income $ 12,322 $ 25,848 $ 14,581 Interest expense (income), net 3,795 1,495 282 Income tax expense (benefit) 5,765 (5,407) 602 Depreciation and amortization 25,215 16,883 14,028 EBITDA $ 47,097 $ 38,819 $ 29,493 Liquidity and Capital Resources Overview of Liquidity Based on past performance and current expectations, we believe that our cash flows from operations, cash on hand and investments will satisfy our working capital needs, capital expenditures, commitments and other liquidity requirements associated with our existing operations, as well as announced growth and diversification initiatives through the next fiscal year and beyond.
Investors are encouraged to use GAAP measures when evaluating our financial performance. 50 EBITDA reconciles to net income as follows (in thousands): Year Ended September 30, 2024 2023 2022 Net income $ 42,001 $ 12,322 $ 25,848 Interest expense (income), net 3,157 3,795 1,495 Income tax expense (benefit) 14,229 5,765 (5,407) Depreciation and amortization 29,324 25,215 16,883 EBITDA $ 88,711 $ 47,097 $ 38,819 Liquidity and Capital Resources Overview of Liquidity Based on past performance and current expectations, we believe that our cash flows from operations, cash on hand and investments will satisfy our working capital needs, capital expenditures, commitments and other liquidity requirements associated with our existing operations, as well as announced growth, diversification and optimization initiatives through the next fiscal year and beyond.
Long-term Debt As of September 30, 2023, we had $162.6 million of long-term debt outstanding, which is comprised of two term loans, a finance lease and a revolving credit facility.
Long-term Debt As of September 30, 2024, we had $126.1 million of long-term debt outstanding, which is comprised of two term loans, a finance lease and our revolving credit facility.
The UTI advanced training programs range from 8 to 26 weeks in duration. UTI also provides dealer technician training or instructor staffing services to manufacturers. Revenues are recognized as transfer of the services occurs. The majority of Concorde’s core programs are 54 nine to ten months in duration, Concorde’s clinical programs are completed in 12 to 24 months.
The UTI advanced training programs range from 8 to 26 weeks in duration. UTI also provides dealer technician training or instructor staffing services to manufacturers. Revenues are recognized as transfer of the services occurs. The majority of Concorde’s short and core programs are 8 to 36 weeks in duration, Concorde’s clinical programs are completed in 60 to 90 weeks.
In conjunction with the Concorde acquisition on December 1, 2022, we redefined our reporting structure into two reportable segments as follows: Universal Technical Institute (“UTI”): UTI operates 16 campuses located in nine states and offers a wide range of degree and non-degree transportation and skilled trades technical training programs under brands such as Universal Technical Institute, Motorcycle Mechanics Institute, Marine Mechanics Institute, NASCAR Technical Institute, and MIAT College of Technology (“MIAT”).
Our reporting structure includes two reportable segments as follows: Universal Technical Institute (“UTI”): UTI operates 16 campuses located in nine states and offers a wide range of degree and non-degree transportation and skilled trades technical training programs under brands such as Universal Technical Institute, Motorcycle Mechanics Institute, Marine Mechanics Institute (collectively, “MMI”), NASCAR Technical Institute, and MIAT College of Technology (“MIAT”).
Operating Activities Our net cash provided by operating activities was $49.1 million and $46.0 million for the years ended September 30, 2023 and 2022, respectively. Net income, after adjustments for non-cash items, provided cash of $71.8 million for the year ended September 30, 2023.
Operating Activities Our net cash provided by operating activities was $85.9 million and $49.1 million for the years ended September 30, 2024 and 2023, respectively. Net income, after adjustments for non-cash items, provided cash of $114.2 million for the year ended September 30, 2024.
Net income for the year ended September 30, 2023 was $12.3 million compared to $25.8 million in the prior year.
Net income for the year ended September 30, 2024 was $42.0 million compared to $12.3 million in the prior year.
Depreciation and amortization expense increased $4.0 million during the year ended September 30, 2023 primarily due to the purchase of the UTI Lisle, Illinois campus during fiscal year 2022 and the three primary buildings at our UTI Orlando, Florida campus in March 2023. Other educational services and facilities expense increased by $1.2 million.
Depreciation and amortization expense increased $2.7 million during the year ended September 30, 2024 primarily due to the purchase of the three primary buildings at our UTI Orlando, Florida campus in March 2023 and increased capital expenditures related to the new program launches during fiscal 2023 and 2024. Other educational services and facilities expense increased by $1.5 million.
For students at our UTI and MMI branded schools, we offer a proprietary loan program, where we provide the students who participate in this program with extended payment terms for a portion of their tuition for up to ten years.
Tuition revenue and fees generally vary based on the average number of students enrolled and average tuition charged per program. For students at our UTI schools, we offer a proprietary loan program, where we provide the students who participate in this program with extended payment terms for a portion of their tuition for up to ten years.
Income taxes Our income tax expense for the year ended September 30, 2023 was $5.8 million, or 31.9% of pre-tax income, compared to an income tax benefit of $5.4 million, or 26.5% of pre-tax income, for the year ended September 30, 2022.
Income taxes Our income tax expense for the year ended September 30, 2024 was $14.2 million, or 25.3% of pre-tax income, compared to $5.8 million, or 31.9% of pre-tax income, for the year ended September 30, 2023.
Pursuant to the Certificate of Designations of the Series A Preferred Stock, we paid preferred stock cash dividends of $5.1 million and $5.2 million during the years ended September 30, 2023 and 2022, respectively.
As of September 30, 2023, 675,885 shares of Series A Convertible Preferred Stock were issued and outstanding. Pursuant to the Certificate of Designations of the Series A Preferred Stock, we paid preferred stock cash dividends of $1.1 million and $5.1 million during the years ended September 30, 2024 and 2023, respectively.
Prior to graduation, students will complete a number of hours in a clinical setting or externship, depending upon their program of study. “Corporate” includes corporate related expenses that are not allocated to the UTI or Concorde reportable segments. In prior years, these costs were allocated across our former “Postsecondary Education” reportable segment and “Other” category based upon compensation expense.
Prior to graduation, students will complete a number of hours in a clinical setting or externship, depending upon their program of study. “Corporate” includes corporate related expenses that are not allocated to the UTI or Concorde reportable segments.
Advertising expense as a percentage of revenues decreased to 12.3% for the year ended September 30, 2023 as compared to 13.0% in the prior year. 48 Professional and contract services increased by $3.7 million for the year ended September 30, 2023. The increases were primarily due to costs incurred related to our growth, diversification and optimization initiatives.
Advertising expense as a percentage of revenues decreased to 10.7% for the year ended September 30, 2024 as compared to 12.3% in the prior year. 48 Professional and contract services decreased by $1.3 million for the year ended September 30, 2024. The decreases were primarily due to one-time costs incurred in the prior year related to our business strategies.
The non-cash items included $25.2 million for depreciation and amortization expense, $20.6 million for amortization of right-of-use assets for operating leases, $4.6 million of deferred taxes, $3.8 million for stock-based compensation expense and $3.3 million for bad debt expense.
The non-cash items included $29.3 million for depreciation and amortization expense, $21.9 million for amortization of right-of-use assets for operating leases, $8.6 million for stock-based compensation expense, $7.5 million for provision for credit losses and $4.4 million of deferred taxes.
Student Enrollment and Tuition Average full-time enrollments vary depending on, among other factors, the number of continuing students at the beginning of a period, new student enrollments during the period, students who have previously withdrawn but decide to re-enroll during the period, and graduations and withdrawals during the period.
UTI also provides dealer technician training or instructor staffing services to manufacturers where revenue is recognized as the transfer of services occurs. 42 Student Enrollment and Tuition Average full-time enrollments vary depending on, among other factors, the number of continuing students at the beginning of a period, new student enrollments during the period, students who have previously withdrawn but decide to re-enroll during the period, and graduations and withdrawals during the period.
Our significant accounting policies are discussed in Note 2 of the notes to our Consolidated Financial Statements within Part II, Item 8 of this Annual Report on Form 10-K.
See Note 15 of the notes to our Consolidated Financial Statements within Part II, Item 8 of this Annual Report on Form 10-K for further discussion.
Share Repurchase Program On December 10, 2020, our Board of Directors authorized a new share repurchase plan that would allow for the repurchase of up to $35.0 million of our common stock in the open market or through privately negotiated transactions. This new share repurchase plan replaced the previously authorized plan from fiscal 2012.
Share Repurchase Program On December 10, 2020, our board of directors authorized a share repurchase plan that would allow for the repurchase of up to $35.0 million of our common stock in the open market or through privately negotiated transactions. We did not repurchase any shares under this plan during the years ended September 30, 2024, 2023, and 2022.
We believe that our industry-focused educational model and national presence has enabled us to develop valuable industry relationships, which provide us with significant competitive advantages and supports our market leadership, and enables us to provide highly specialized education to our students, resulting in enhanced employment opportunities and the potential for higher wages for our graduates. 42 Revenues Our revenues consist primarily of student tuition and fees derived from the programs we provide after reductions are made for discounts and scholarships that we sponsor and for refunds to students who wi t hdraw from our programs prior to specified dates.
We believe that our industry-focused educational model and national presence has enabled us to develop valuable industry relationships, which provide us with significant competitive advantages and supports our market leadership, and enables us to provide highly specialized education to our students, resulting in enhanced employment opportunities and the potential for higher wages for our graduates.
Changes in operating assets and liabilities for the year ended September 30, 2022 used cash of $18.8 million primarily due to the following: • Changes in our operating lease liability as a result of rent payments used cash of $14.0 million. • Changes in our accounts payable and accrued expenses due to the timing of payments provided cash of $5.7 million. • The decrease in deferred revenue used cash of $5.3 million and was primarily attributable to the timing of student starts, the number of students in school and where they were at period end in relation to completion of their program at September 30, 2022 as compared to September 30, 2021. • The increase in prepaid expense and other current assets used cash of $1.7 million primarily related to the change in training equipment credits earned as of September 30, 2022.
Changes in operating assets and liabilities for the year ended September 30, 2024 used cash of $28.3 million primarily due to the following: • Changes in our operating lease liability as a result of rent payments used cash of $22.4 million. • The increase in receivables used cash of $12.1 million and was primarily due to the timing of Title IV disbursements and other cash receipts on behalf of our students. • Changes in our accounts payable and accrued expenses due to the timing of payments provided cash of $13.2 million. • The change in deferred revenue provided cash of $6.8 million and was primarily attributable to the timing of student starts, the number of students in school and where they were at period end in relation to completion of their program at September 30, 2024 as compared to September 30, 2023. • The increase in notes receivable used cash of $5.8 million and was primarily due to higher utilization of UTI’s proprietary loan program.
We recognized $8.8 million on an accrual basis related to revenues and interest under the proprietary loan program for the year ended September 30, 2023, as compared to $9.1 million recognized for the year ended September 30, 2022. 46 Concorde Revenues for Concorde, which represent ten months as Concorde was acquired on December 1, 2022, were $178.1 million.
We recognized $12.0 million on an accrual basis related to revenues and interest under the proprietary loan program for the year ended September 30, 2024, as compared to $8.8 million recognized for the year ended September 30, 2023.
During the preparation of these financial statements, we are required to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses and related disclosures of contingent assets and liabilities.
During the preparation of these financial statements, we are required to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses and related disclosures of contingent assets and liabilities. On an ongoing basis, we evaluate our estimates and assumptions, including those related to revenue recognition, the proprietary loan program, and allowance for credit losses.
Costs related to the opening of new facilities, excluding related capital expenditures, are expensed in the period incurred or when services are provided. 2023 Overview Student Metrics September 30, 2023 September 30, 2022 % Change UTI Total new student starts 14,181 13,374 6.0 % Average undergraduate full-time active students 12,614 12,838 (1.7) % End of period undergraduate full-time active students 14,833 14,380 3.2 % Concorde Total new student starts 8,432 — 100.0 % Average undergraduate full-time active students 7,654 — 100.0 % End of period undergraduate full-time active students 8,369 — 100.0 % Consolidated Total new student starts 22,613 13,374 69.1 % Average undergraduate full-time active students 20,268 12,838 57.9 % End of period undergraduate full-time active students 23,202 14,380 61.3 % 44 The increase in consolidated new student starts, average undergraduate full-time active students and end of period undergraduate full-time active students was due primarily to the acquisition of Concorde in December 2022.
Costs related to the opening of new facilities, excluding related capital expenditures, are expensed in the period incurred or when services are provided. 2024 Overview Student Metrics September 30, 2024 September 30, 2023 (1) % Change UTI Total new student starts 15,138 14,181 6.7 % Average full-time active students 13,810 12,614 9.5 % End of period full-time active students 15,873 14,833 7.0 % Concorde Total new student starts 11,747 8,432 39.3 % Average full-time active students 8,475 7,654 10.7 % End of period full-time active students 9,747 8,369 16.5 % Consolidated Total new student starts 26,885 22,613 18.9 % Average full-time active students 22,285 20,268 10.0 % End of period full-time active students 25,620 23,202 10.4 % (1) New student starts and average student data for Concorde presented in the year ended September 30, 2023 column represents the period of UTI’s ownership, or December 1, 2022 through September 30, 2023.
Income (Loss) from Operations (Dollars shown in thousands) Year Ended September 30, 2023 2022 2021 Three Month Period Ending: Amount Percent Amount Percent Amount Percent December 31 $ 4,448 20.8 % $ 13,578 60.7 % $ 775 5.2 % March 31 5,949 27.8 % 3,377 15.1 % (1,661) (11.1) % June 30 663 3.1 % 1,954 8.7 % 3,052 20.4 % September 30 10,339 48.3 % 3,465 15.5 % 12,781 85.5 % Total fiscal year $ 21,399 100.0 % $ 22,374 100.0 % $ 14,947 100.0 % The decrease in income from operations for fiscal year 2023 was primarily due to increased compensation related costs primarily due to an increase in headcount to support our growth, diversification and optimization initiatives.
Income from Operations (Dollars shown in thousands) Year Ended September 30, 2024 2023 2022 Three Month Period Ending: Amount Percent Amount Percent Amount Percent December 31 $ 14,231 24.2 % $ 4,448 20.8 % $ 13,578 60.7 % March 31 11,192 19.0 % 5,949 27.8 % 3,377 15.1 % June 30 7,446 12.6 % 663 3.1 % 1,954 8.7 % September 30 26,022 44.2 % 10,339 48.3 % 3,465 15.5 % Total fiscal year $ 58,891 100.0 % $ 21,399 100.0 % $ 22,374 100.0 % The increase in income from operations for fiscal year 2024 was primarily due to increased revenues as a result of higher student population as well as continued execution of cost control measures.
Dividends We currently do not pay a cash dividend on our common stock. For our outstanding Series A preferred shares, we paid preferred stock cash dividends of $5.1 million and $5.2 million during the years ended September 30, 2023 and 2022, respectively. The preferred stock dividends are subject to adjustment for any preferred stock conversions that occur during the year.
For our outstanding Series A preferred shares, we paid preferred stock cash dividends of $1.1 million and $5.1 million during the years ended September 30, 2024 and 2023, respectively.
When a student with Title IV loans withdraws, Title IV rules determine if we are required to return a portion of Title IV funds to the lender.
We use an internal group of collectors, augmented by third party collectors as deemed appropriate, in our collection efforts. When a student with Title IV loans withdraws, Title IV rules determine if we are required to return a portion of Title IV funds to the lender.
The following table sets forth the significant components of our educational services and facilities expenses (in thousands): Year ended September 30, 2023 UTI Concorde Consolidated Salaries, employee benefits and tax expense $ 111,030 $ 68,238 $ 179,268 Bonus expense 2,027 — 2,027 Stock-based compensation 192 — 192 Compensation and related costs 113,249 68,238 181,487 Occupancy costs 30,798 18,612 49,410 Supplies, maintenance and student expense 27,357 14,114 41,471 Depreciation and amortization expense 19,738 3,618 23,356 Contract services expense 3,763 431 4,194 Other educational services and facilities expenses 21,666 8,286 29,952 Total educational services and facilities expense $ 216,571 $ 113,299 $ 329,870 Year ended September 30, 2022 UTI Concorde Consolidated Salaries, employee benefits and tax expense $ 106,016 $ — $ 106,016 Bonus expense 2,335 — 2,335 Stock-based compensation 240 — 240 Compensation and related costs 108,591 — 108,591 Occupancy costs 35,408 — 35,408 Supplies, maintenance and student expense 22,295 — 22,295 Depreciation and amortization expense 15,709 — 15,709 Contract services expense 4,764 — 4,764 Other educational services and facilities expenses 20,466 — 20,466 Total educational services and facilities expense $ 207,233 $ — $ 207,233 UTI Compensation and related costs increased $4.7 million for the year ended September 30, 2023 primarily due to increased instructor salaries related to the opening of two new campuses in fiscal 2022 and new program expansions in fiscal 2022 and 2023.
The following table sets forth the significant components of our educational services and facilities expenses (in thousands): Year ended September 30, 2024 UTI Concorde Consolidated Salaries, employee benefits and tax expense $ 118,638 $ 93,671 $ 212,309 Bonus expense 1,954 1,155 3,109 Stock-based compensation 481 — 481 Compensation and related costs 121,073 94,826 215,899 Occupancy costs 30,519 21,847 52,366 Supplies, maintenance and student expense 33,204 17,479 50,683 Depreciation and amortization expense 22,456 4,346 26,802 Contract services expense 3,611 2,126 5,737 Other educational services and facilities expenses 23,159 9,883 33,042 Total educational services and facilities expense $ 234,022 $ 150,507 $ 384,529 Year ended September 30, 2023 UTI Concorde Consolidated Salaries, employee benefits and tax expense $ 111,030 $ 68,238 $ 179,268 Bonus expense 2,027 — 2,027 Stock-based compensation 192 — 192 Compensation and related costs 113,249 68,238 181,487 Occupancy costs 30,798 18,612 49,410 Supplies, maintenance and student expense 27,357 14,114 41,471 Depreciation and amortization expense 19,738 3,618 23,356 Contract services expense 3,763 431 4,194 Other educational services and facilities expenses 21,666 8,286 29,952 Total educational services and facilities expense $ 216,571 $ 113,299 $ 329,870 UTI Compensation and related costs increased $7.8 million for the year ended September 30, 2024 primarily due to additional instructors and other personnel hired to support the new programs added in fiscal 2023 and 2024.
This was primarily due to increased integration costs of $2.8 million which is included within other selling, general and administrative costs. Other (expense) income, net Other expense for the year ended September 30, 2023 was $3.3 million, compared to other income of $1.9 million for the year ended September 30, 2022.
Other selling, general and administrative expenses decreased by $1.0 million for the year ended September 30, 2024 as compared to the prior year, primarily due to the completion of integration projects. Other (expense) income, net Other expense for the year ended September 30, 2024 was $2.7 million, compared to $3.3 million for the year ended September 30, 2023.
See the “Liquidity and Capital Resources” section of this MD&A for a discussion on the financing used to fund the acquisition. See Note 4 of the notes to our Consolidated Financial Statements within Part II, Item 8 of this Annual Report on Form 10-K for additional details on the acquisition.
Additionally, $11.5 million was used to repurchase Series A Preferred Stock. See Note 18 of the notes to our Consolidated Financial Statements within Part II, Item 8 of this Annual Report on Form 10-K for additional details on the repurchase.
Partially offsetting the cash outflows, is the $29.0 million in proceeds from maturities of held-to-maturity securities. For the year ended September 30, 2022, net cash used in investing activities was $134.6 million.
Partially offsetting the cash outflows, is the $29.0 million in proceeds from maturities of held-to-maturity securities. Financing Activities For the year ended September 30, 2024, net cash used by financing activities was $51.3 million which was primarily related to $34.0 million in net payments on the revolving credit facility, or $75.0 million in payments offset by $41.0 million in proceeds.
UTI Revenues for UTI for the year ended September 30, 2023 were $429.3 million, an increase of 2.5% versus the prior period. Revenue increased primarily due to the addition of two new campuses in fiscal 2022 and an overall increase in average revenue per student.
UTI Revenues for UTI for the year ended September 30, 2024 were $486.4 million, an increase of $57.1 million, or 13.3%, versus the prior year. Revenue increased primarily due to a 9.5% increase in overall average full-time active students and an overall increase in average revenue per student.
The effective income tax rate for the year ended September 30, 2022 differed from the federal statutory rate of 21% primarily as a result of changes in the valuation allowance and state taxes.
The effective income tax rate for the year ended September 30, 2024 differed from the federal statutory tax rate of 21% primarily due to non-deductible executive compensation, stock compensation, change in valuation allowance, federal research and development tax credits and state and local income and franchise taxes.
Our aggregate liquidity as of September 30, 2023 totaled $159.7 million and was comprised of cash and cash equivalents of $151.5 million and undrawn revolving credit facility capacity of $8.2 million.
Our aggregate liquidity as of September 30, 2024 totaled $230.9 million and was comprised of cash and cash equivalents of $161.9 million and undrawn revolving credit facility capacity of $69.0 million. This represents an increase of $71.2 million from our total liquidity as of September 30, 2023.
Students must apply for new funding for each academic year consisting of 30-week periods. Loan funds are generally provided in two disbursements for each academic year.
A majority of our revenues are derived from Title IV Programs and various veterans’ benefits programs. Federal regulations dictate the timing of disbursements of funds under Title IV Programs. Students must apply for new funding for each academic year consisting of 30-week periods. Loan funds are generally provided in two disbursements for each academic year.
The increase in income from operations for fiscal year 2022 was primarily due to increased revenues well as continued execution of cost control measures. Effect of Inflation To date, inflation has not had a significant effect on our operations.
The decrease in income from operations for fiscal year 2023 was primarily due to increased compensation related costs primarily due to an increase in headcount to support our growth, diversification and optimization initiatives. Effect of Inflation To date, inflation has not had a significant effect on our operations.
Selling, general and administrative expenses Our selling, general and administrative expenses for the year ended September 30, 2023 were $256.1 million, representing an increase of $67.0 million, or 35.4%, as compared to $189.2 million for the year ended September 30, 2022.
The increase is primarily due to a higher Snap-on tool voucher expense of $1.8 million. 47 Selling, general and administrative expenses Our selling, general and administrative expenses for the year ended September 30, 2024 were $289.3 million, representing an increase of $33.2 million, or 12.9%, as compared to $256.1 million for the year ended September 30, 2023.
The results of our analysis form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates under different assumptions or conditions, and the impact of such differences may be material to our consolidated financial statements.
We base our estimates on historical experience and on various other assumptions that we believe are reasonable under the circumstances. The results of our analysis form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources.
The remaining $90.0 million relates to funds drawn from the $100.0 million revolving credit facility that was secured in connection with the Concorde acquisition. See Note 14 of the notes to our Consolidated Financial Statements within Part II, Item 8 of this Annual Report on Form 10-K for additional details on the term loans and the revolving credit facility.
See Note 13 of the notes to our Consolidated Financial Statements within Part II, Item 8 of this Annual Report on Form 10-K for additional details on the term loans and the revolving credit facility. Dividends We currently do not pay a cash dividend on our common stock.
We supplement our tuition and fee revenues with additional revenues from sales of textbooks and program supplies and other revenues, which are recognized as the transfer of goods or services occurs. Tuition revenue and fees generally vary based on the average number of students enrolled and average tuition charged per program.
Approximately 99% of our revenues for each of the years ended September 30, 2024, 2023 and 2022, respectively, consisted of gross tuition. We supplement our tuition and fee revenues with additional revenues from sales of textbooks and program supplies and other revenues, which are recognized as the transfer of goods or services occurs.
Upon adoption of Accounting Standards Update 2016-13, Financial Instruments-Credit Losses: Measurement of Credit Losses on Financial Instruments (Topic 326) as of October 1, 2020, we revised our estimated collection rate to only include historical collections from the past ten years as we determined that such population better represents our current expected collections and aligns with the typical term of the loan.
Estimating the collection rate requires significant management judgment. Our estimated collection rate includes historical collections from the past ten years as we determined that such population better represents our current expected collections and aligns with the typical term of the loan.
The following table sets forth the significant components of our selling, general and administrative expenses (in thousands): Year ended September 30, 2023 UTI Concorde Corporate Consolidated Salaries, employee benefits and tax expense $ 67,485 $ 21,401 $ 18,869 $ 107,755 Bonus expense 11,257 2,594 5,141 18,992 Stock-based compensation 877 — 2,779 3,656 Compensation and related costs 79,619 23,995 26,789 130,403 Advertising and marketing expense 52,809 19,358 — 72,167 Professional and contract services expense 8,093 608 9,110 17,811 Intangible asset impairment expense — — — — Other selling, general and administrative expenses 16,546 10,298 8,914 35,758 Total selling, general and administrative expenses $ 157,067 $ 54,259 $ 44,813 $ 256,139 Year ended September 30, 2022 UTI Concorde Corporate Consolidated Salaries, employee benefits and tax expense $ 56,521 $ — $ 18,532 $ 75,053 Bonus expense 10,685 — 3,644 14,329 Stock-based compensation 648 — 3,524 4,172 Compensation and related costs 67,854 — 25,700 93,554 Advertising and marketing expense 54,501 — — 54,501 Professional and contract services expense 4,412 — 10,157 14,569 Intangible asset impairment expense 2,000 — — 2,000 Other selling, general and administrative expenses 18,393 — 6,141 24,534 Total selling, general and administrative expenses $ 147,160 $ — $ 41,998 $ 189,158 UTI Compensation and related costs increased by $11.8 million for the year ended September 30, 2023 as compared to the prior year, primarily due to an increase in headcount to support our growth, diversification and optimization initiatives.
The following table sets forth the significant components of our selling, general and administrative expenses (in thousands): Year ended September 30, 2024 UTI Concorde Corporate Consolidated Salaries, employee benefits and tax expense $ 78,900 $ 27,688 $ 15,857 $ 122,445 Bonus expense 9,849 2,352 4,977 17,178 Stock-based compensation 1,599 213 6,267 8,079 Compensation and related costs 90,348 30,253 27,101 147,702 Advertising and marketing expense 51,940 25,744 577 78,261 Professional and contract services expense 6,810 7,557 11,861 26,228 Other selling, general and administrative expenses 25,500 11,446 130 37,076 Total selling, general and administrative expenses $ 174,598 $ 75,000 $ 39,669 $ 289,267 Year ended September 30, 2023 UTI Concorde Corporate Consolidated Salaries, employee benefits and tax expense $ 72,577 $ 21,401 $ 13,777 $ 107,755 Bonus expense 11,257 2,594 5,141 18,992 Stock-based compensation 877 — 2,779 3,656 Compensation and related costs 84,711 23,995 21,697 130,403 Advertising and marketing expense 52,809 19,358 — 72,167 Professional and contract services expense 8,093 4,537 9,110 21,740 Other selling, general and administrative expenses 24,371 6,369 1,089 31,829 Total selling, general and administrative expenses $ 169,984 $ 54,259 $ 31,896 $ 256,139 UTI Compensation and related costs increased by $5.6 million for the year ended September 30, 2024 as compared to the prior year, primarily due to an increase in headcount to support our growth, diversification and optimization initiatives.
Although Concorde operates year-round with lower seasonality than UTI, Concorde experiences population fluctuations dictated by their clinical programmatic accreditors and how many student starts are allowed and the time required between those starts. Our tuition charges vary by type and length of our programs and the program level, such as core or advanced training.
Concorde’s new short courses are starting three to five times a year, depending on the campus. Although Concorde operates year-round with lower seasonality than UTI, Concorde experiences population fluctuations dictated by its clinical programmatic accreditors and how many student starts are allowed and the time required between those starts.
The net cash consideration, taking into account cash acquired from Concorde, was $16.4 million. See Note 4 of the notes to our Consolidated Financial Statements within Part II, Item 8 of this Annual Report on Form 10-K for additional details on the acquisition.
See Note 18 of the notes to our Consolidated Financial Statements within Part II, Item 8 of this Annual Report on Form 10-K for additional details on the conversion of our preferred stock. 51 Principal Sources of Liquidity Our principal source of liquidity is operating cash flows and existing cash and cash equivalents.
Advertising and marketing expense decreased by $1.7 million for the year ended September 30, 2023, as compared to the prior year. We continue to target cost-efficient marketing with an increased focus on digital media.
Advertising and marketing expense decreased by $0.9 million for the year ended September 30, 2024, as compared to the prior year. We continue to fine tune our marketing strategy by selecting cost-effective marketing options.
For more information, see Item 1A. “Risk Factors.” Operations Our revenues for the year ended September 30, 2023 were $607.4 million, an increase of $188.6 million, or 45.0%, from the prior year. Excluding Concorde, which contributed $178.1 million of revenue between December 1, 2022 and September 30, 2023, UTI revenues increased 2.5% when compared to the prior year.
For more information, see Item 1A. “Risk Factors.” Operations Our revenues for the year ended September 30, 2024 were $732.7 million, an increase of $125.3 million, or 20.6%, from the prior year. UTI revenues increased by $57.1 million, or 13.3%, driven primarily by the higher average full-time active students compared to the prior year.
Educational services and facilities expenses Our educational services and facilities expenses for the year ended September 30, 2023 were $329.9 million, representing an increase of $122.6 million, or 59.2%, as compared to $207.2 million for the year ended September 30, 2022.
The primary drivers of the increase for Concorde were the inclusion of two additional months of revenue during the current year and a 10.7% increase in overall average full-time active students. 46 Educational services and facilities expenses Our educational services and facilities expenses for the year ended September 30, 2024 were $384.5 million, representing an increase of $54.6 million, or 16.6%, as compared to $329.9 million for the year ended September 30, 2023.

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Item 7A. Quantitative and Qualitative Disclosures About Market Risk

Market Risk — interest-rate, FX, commodity exposure

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Biggest changeWe do not believe that the value or liquidity of our cash and cash equivalents and investments have been significantly impacted by current market events.
Biggest changeWe do not believe that the value or liquidity of our cash and cash equivalents and investments have been significantly impacted by current market events. Details regarding our outstanding debt agreements are discussed in Note 13 of the notes to our Consolidated Financial Statements within Part II, Item 8 of this Annual Report on Form 10-K.
Assuming all terms of our outstanding long-term debt remained the same, a hypothetical 10.0% change (up or down) in the variable rates would result in a $12.3 million change to our annual interest expense for the portion of the long-term debt not hedged by the interest rate swap agreement.
Assuming all terms of our outstanding long-term debt remained the same, a hypothetical 10.0% change (up or down) in the variable rates would result in a $8.9 million change to our annual interest expense for the portion of the long-term debt not hedged by the interest rate swap agreements.
During the fiscal year ended September 30, 2023, we earned interest income of $5.9 million. As we have a conservative investment policy, our financial exposure to fluctuations in interest rates related to our interest income is expected to remain low.
During the fiscal year ended September 30, 2024, we earned interest income of $6.3 million. As we have a conservative investment policy, our financial exposure to fluctuations in interest rates related to our interest income is expected to remain low.
ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK Our principal exposure to market risk relates to changes in interest rates. We invest our cash and cash equivalents in money market funds. As of September 30, 2023, we held $151.5 million in cash and cash equivalents.
ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK Our principal exposure to market risk relates to changes in interest rates. We invest our cash and cash equivalents in money market funds. As of September 30, 2024, we held $161.9 million in cash and cash equivalents.
During the fiscal year ended September 30, 2023, we recorded interest expense of $9.7 million on our outstanding debt.
During the fiscal year ended September 30, 2024, we recorded interest expense of $9.5 million on our outstanding debt.
Removed
On May 12, 2021, we entered into a credit agreement to finance the UTI Avondale, Arizona campus through a $31.2 million term loan that bore interest at the rate of LIBOR plus 2.0% with a maturity of seven years.
Added
For a discussion of our hedging strategy related to interest rate risk, please refer to Note 14 of the notes to our Consolidated Financial Statements within Part II, Item 8 of this Annual Report on Form 10-K.
Removed
On April 3, 2023, in connection with applying the guidance in Accounting Standards Update 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting , we executed an amendment for our Avondale term loan to convert the stated rate from LIBOR to Term SOFR.
Removed
As of September 30, 2023, the fair value of the Avondale term loan was $29.3 56 million and bears interest on the outstanding principal amount at a rate equal to Term SOFR plus 2.0% and a tranche adjustment of 0.046%, which was 7.38% as of September 30, 2023.
Removed
On April 14, 2022, we entered into a credit agreement to finance the UTI Lisle, Illinois campus through a $38.0 million term loan that bears interest at the rate of Term SOFR plus 2.0% with a maturity of seven years.
Removed
As of September 30, 2023, the fair value of the Lisle term loan was $37.7 million and bears interest on the outstanding principal amount at a rate equal to Term SOFR plus 2.0%, which was 7.33% as of September 30, 2023.
Removed
We believe the carrying value of the Avondale and Lisle term loans approximate fair value as the interest rate is a floating rate equal to Term SOFR plus 2.0%, which is representative of market rates for similar instruments.
Removed
It is anticipated that the fair market value of our Avondale and Lisle term loans will continue to be immaterially affected by fluctuations in interest rates and we do not believe that the value of this debt has been significantly impacted by current market events.
Removed
The variable rate of interest on our long-term debt can expose us to interest rate volatility due to changes in Term SOFR.
Removed
To mitigate this exposure, we entered into interest rate swap agreements that effectively fix the interest rates on 50% of the principal amounts of the term loans at 1.45% and 4.69% for the entire loan term on our Avondale debt and Lisle debt, respectively.
Removed
On November 18, 2022, we entered into a $100.0 million senior secured revolving credit facility that bears variable interest in a maturity of three years. On November 28, 2022, we drew $90.0 million from the credit facility in support of the closing of the Concorde acquisition.

Other UTI 10-K year-over-year comparisons