Legacy Education Inc.
For the period ended Sep 30, 2025. Filed Nov 13, 2025.
View on SEC.govAbout this filing
A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Sep 30, 2025 · Filed Nov 13, 2025
LGCY$8.62-2.2%Stored close · as of Nov 6, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2025-03-31; filed 2025-05-15.
0001641172-25-010844
Item 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONSCurrent report: 10-Q
Period ended 2025-09-30; filed 2025-11-13.
0001493152-25-022296
Item 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONSThe baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.
Compared 113 previous paragraphs and 101 current paragraphs.
66 unchanged; 22 reworded; 13 added; 23 removed; 2 previous and 0 current paragraphs rearranged.
Tables are not compared: 5 previous and 2 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.
A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.
Added paragraphs (13)
Current report
ED published a notice of proposed rulemaking on public service loan forgiveness on August 18, 2025, and published the final regulations on October 31, 2025 with an effective date of July 1, 2026. The regulations include provisions that, among other things, amend components of the public service loan forgiveness program. We are currently evaluating these recently published regulations to determine any potential material impact on our business and schools.
Current report
On July 24, 2025, ED announced it intended to establish two negotiated rulemaking committees: one that will consider changes to the federal student loan programs and one that will consider institutional and programmatic accountability, changes to the Pell Grant Program and other matters. The rulemaking is intended to implement recent changes to the Title IV, HEA programs included in the One Big Beautiful Bill Act (“OBBBA”). See Annual Report at Form 10-K “Education Regulations – Congressional Action.”
Current report
The first of the two negotiated rulemaking committees (the RISE Committee) convened for one session in October and one session in November. On November 6, 2025, the RISE Committee reached consensus on proposed regulations related to topics including, for example, new federal student loan borrowing limits for certain borrowers and educational programs (including reduced limits on PLUS loans taken out by parent borrowers for undergraduate students) and reductions in federal student loan limits for students who are enrolled as less than full-time students. The agreed upon language will be incorporated into a notice of proposed rulemaking, which is expected to be released in January 2026 and will undergo a period of public notice and comment before ED makes any amendments and publishes the final regulations. It is expected that the new regulations will go into effect on July 1, 2026 along with the relevant changes in the OBBBA which become effective on that date. We cannot predict the timing and content of the final regulations, but we are currently evaluating the potential impact of the proposed regulations on the Company and are continuing to monitor the ongoing rulemaking process.
Current report
The second of the two negotiated rulemaking committees (the AHEAD Committee) is scheduled to meet in December 2025 and January 2026 and to consider new regulations on issues such as institutional and programmatic accountability measures (including the financial value transparency and gainful employment regulations and the accountability measures in the OBBBA) and changes to the Pell Grant Program.
Current report
Congressional Action
Current report
The U.S. Congress must periodically reauthorize the HEA and other laws governing the Title IV Programs and annually determine the funding level for each Title IV Program, and may pass new laws or revise existing laws at any time. Political and budgetary concerns significantly affect the Title IV Programs. If we cannot comply with the provisions of the HEA, as they may be enforced or amended (including but not limited to the provisions of the OBBBA), or if the cost of such compliance is excessive, or if funding is materially reduced, our revenues or profit margin could be materially adversely affected. See Annual Report at Form 10-K “Education Regulations – Congressional Action.” On October 1, 2025, the federal government entered a shutdown due to the failure of the U.S. Congress to pass regular appropriations bills or a continuing resolution. As a result of the lapse in appropriations and the government shutdown, certain functions of ED, the VA, and other federal agencies have been adversely impacted. Approximately 90% of ED employees have been furloughed during the shutdown. However, ED has stated that it will continue to disburse federal student loans and Pell Grants and that the FAFSA will continue to be processed.
Current report
The federal government shutdown also has impacted other agencies from which our students receive funding. See Annual Report at Form 10-K “Education Regulations – Other Financial Assistance Programs.” The U.S. Department of Veterans Affairs (“VA”) has announced that the Veterans Benefits Administration will continue to process education benefit claims and pay out veterans’ education benefits during the shutdown.
Current report
On November 12, 2025, Congress passed a bill subsequently signed by the President ending the federal government shutdown. We cannot predict the duration of any future federal government shutdown, nor can we predict the extent to which such shutdowns could disrupt funding to us and our students from the Title IV programs and other federal financial assistance programs or disrupt services from ED or other federal agencies upon which our institutions and our students depend.
Current report
Financial Value Transparency and Gainful Employment Regulations
Current report
On May 19, 2023, ED published a notice of proposed rulemaking on financial value transparency and gainful employment, and on October 10, 2023, ED published final regulations which became effective on July 1, 2024. Multiple lawsuits were filed challenging these regulations, and these were consolidated into one case in the U.S. District Court for the Northern District of Texas. See Annual Report at Form 10-K “Education Regulations - Financial Value Transparency and Gainful Employment Regulations.” ED subsequently filed a motion for summary judgment, which was granted by the court on October 2, 2025, upholding the validity of the regulations. The regulations will apply to us unless they are challenged successfully in future litigation such as if the plaintiffs appeal the summary judgment ruling and the Fifth Circuit Court of Appeals decides in their favor. However, we cannot predict whether the plaintiffs will appeal, nor can we predict the outcome of such appeal.
Current report
Moreover, the regulations are subject to further amendment by ED. As noted above, ED established a negotiated rulemaking committee that is scheduled to meet in December 2025 and January 2026 to consider topics such as financial value transparency and gainful employment as well as separate accountability measures under OBBBA related to the potential loss of Direct Loan eligibility for certain degree programs with low earnings outcomes for two out of three years. See “Regulatory Updates – Negotiated Rulemaking;” see also Annual Report at Form 10-K “Education Regulations – Congressional Action.” We cannot predict whether ED will modify the gainful employment and financial value transparency rules as a result of the negotiated rulemaking, nor can we predict the timing, scope, and final content of any regulations ED may issue on these or other topics. The implementation of recent or amended financial value transparency and gainful employment regulations and new laws and regulations related to other accountability measures could require us to modify or eliminate certain programs to comply with the new laws and regulations and could result in the loss of eligibility for some or all Title IV Programs for programs that fail to comply with the regulations which could have a material adverse effect on our student population and our revenues.
Current report
Net cash used in investing activities remained constant and was approximately $0.2 million for the three months ended September 30, 2025, and approximately $0.2 million for the three months ended September 30, 2024 with cash used for purchases of property and equipment in each of the respective reporting periods.
Current report
Net cash used by financing activities was approximately $0.5 million for the three months ended September 30, 2025, as compared to net cash provided by financing activities of approximately $8.2 million for the three months ended September 30, 2024. Cash used in the three months ended June 30, 2025 was predominantly related to the reduction of debt and lease payments, offset by proceeds from the exercise of stock options. Cash provided by financing activities in the three months ended September 30, 2024 was predominantly related to proceeds from the Company’s IPO, net of offering costs, offset by the reduction of debt and lease payments.
Removed paragraphs (23)
Previous report
Acquisition Agreement with Contra Costa Medical Career College
Previous report
As previously reported on a Current Report on Form 8-K filed with the SEC, on October 22, 2024, Legacy Education Antioch, LLC, a wholly-owned subsidiary of Legacy LLC (as defined herein) (the “Buyer”) entered into an asset purchase agreement (the “APA”) with Legacy Education Inc. (the “Company”), Legacy Education, LLC, a wholly-owned subsidiary of the Company (“Legacy LLC” and together with the Company and the Buyer, the “Buyer Parties”), Contra Costa Medical Career College, Inc. (“CCMCC”), Contra Costa Medical Career College Online, Inc. (“CCMCC Online” and together with CCMCC, “Sellers”) and, solely with respect to certain portions of the APA, Stacey Orozco and Bulmaro Orozco, the sole owners CCMCC and CCMCC Online (the “CCMCC Transaction”). The CCMCC Transaction was consummated on December 18, 2024.
Previous report
When a company acquires an institution that is eligible to participate in the Title IV Programs, like CCMCC, the acquisition generally will result in the institution undergoing a change of ownership resulting in a change of control as defined by ED and under the rules of other educational agencies and accreditors. Upon such a change, an institution’s eligibility to participate in the Title IV Programs is generally suspended until it has applied for recertification by ED as an eligible school under its new ownership, which requires that the school also re-establish its state authorization and accreditation. ED may temporarily and provisionally certify an institution seeking approval of a change of control under certain circumstances while ED reviews the institution’s application. The temporary provisional certification typically remains in effect on a month-to-month basis during ED’s review of the application as long as the school timely submits certain documentation during the course of ED’s review. Legacy timely submitted a materially complete change in ownership application to ED and CCMCC is now a party to a temporary provisional program participation agreement (“TPPPA”) that allows CCMCC to continue participating in the Title IV Programs. CCMCC also timely filed the required documentation for the TPPPA to remain in effect during ED’s review of the change of ownership. On March 11, 2025, CCMCC provided additional financial information requested by ED.
Previous report
CCMCC’s TPPPA contains conditions on its participation in the Title IV Programs that are typically imposed by ED when a change of ownership occurs. These conditions include restrictions on growth (e.g., the addition of new programs and locations, increase in credential level, change in program length), bi-weekly and monthly financial reporting, and a reporting requirement related to certain types of student complaints. If CCMCC does not timely comply with these reporting requirements, or its reports contain information of concern to ED, ED may request further information from CCMCC or the Company or take action against CCMCC or the Company.
Previous report
We cannot predict the timing or outcome of ED’s review of the change of ownership of CCMCC. The time required for ED to act on such an application for approval of a change of ownership resulting in a change of control may vary substantially. ED recertification of an institution following a change of control will be on a provisional basis if ED approves the institution’s application and could contain restrictions or conditions depending on the outcome of its review of the institution under the new ownership including its administrative capability and financial stability. See Annual Report at Form 10-K at “Education Regulations –School Acquisitions.”
Previous report
The approval processes for state and accrediting agencies vary in scope and timing with some agencies requiring approval prior to the acquisition and others not conducting their review until after the acquisition has taken place. With regard to the agencies that accredit CCMCC and CCMCC Online, authorize them to operate in the state of California, or approve their programs.
Previous report
If agencies require us to obtain other approvals in connection with the CCMCC Transaction, we will be required to undergo an application process for approvals from the applicable agencies and could be subject to conditions or restrictions (or loss of approval) depending on the outcome of the approval process. If any applicable agencies determine that we did not follow required procedures in providing notification and seeking approval of the CCMCC Transaction, or if any agencies do not approve the CCMCC Transaction, we could be subject to sanctions by the applicable agencies including loss of CCMCC’s approvals from these agencies.
Previous report
Congressional and Executive Action
Previous report
As previously reported, there are indications based on recent elections that the new administration, and potentially the U.S. Congress, will attempt to dissolve ED, diminish its operational role, and/or transfer some or all of its functions to one or more agencies. See Form 10-Q, February 13, 2025, at “Regulatory Updates.”
Previous report
In March 2025, ED implemented a reduction in force (“RIF”) that, coupled with resignations by ED staff, reportedly reduced ED’s workforce by approximately half. The RIF also eliminated several school participation divisions, including the school participation division that previously oversaw the operations of our institutions, and eliminated or significantly reduced several other offices or divisions within ED. We currently are working with other offices and personnel at ED on some of our pending matters, but it is possible that we could encounter delays and difficulties obtaining timely ED approval of recent and future acquisitions of other schools. See Annual Report at Form 10-K at “Education Regulations – School Acquisitions” and “Education Regulations – Change of Control.” We also could encounter delays and difficulties obtaining timely ED approval of new campuses or other educational programs for which we wish to offer Title IV funds to students and which required ED approval. See Annual Report at Form 10-K at “Education Regulations – Opening Additional Campuses and Adding Educational Programs.”
Previous report
In March 2025, the President issued an Executive Order calling for all necessary steps to close ED although the executive order did not indicate the process or timing for accomplishing this task nor identify where some of the functions of ED might be transferred. We continue to monitor developments in this area, but cannot yet predict whether the administration or Congress will be successful in closing or further reducing ED and/or transferring some or all of its functions to one or more agencies, or whether such a proposal would disrupt or change the availability of Title IV funds to us and our students or change the rules applicable to us and our schools to continue receiving Title IV funds. We also cannot predict the success of any litigation challenging any efforts to close or restructure ED. Any executive or legislative action impacting ED, the availability of Title IV funds, or the rules applicable to us could have a material adverse effect on us and our institutions.
Previous report
As previously reported, we cannot predict with any certainty the extent to which Congress could adopt legislation at any time that amends the Higher Education Act of 1965 (“HEA”), annual appropriations, or other changes to laws that could materially affect our business, financial condition, and results of operations. See Annual Report at Form 10-K at “Education Regulations – Congressional Action.” Congressional committees and members actively continue to propose and consider legislation on a wide range of topics related to the Title IV programs that could impact the amount of Title IV funding available to schools and students and impose additional accountability requirements on institutions and also that could eliminate or modify certain rules that are less favorable to schools like ours. However, the process of Congressional passage of new legislation is in its early stages, is subject to further negotiation and amendment, and is further subject to Congressional approval. Therefore, the timing and outcome of this process and the scope of any legislation that might be enacted cannot be predicted with any certainty at this time. We are continuing to monitor the process.
Previous report
Nine Months Ended March 31, 2025 Compared to Nine Months Ended March 31, 2024
Previous report
Revenue. Our revenue was approximately $46.2 million for the nine months ended March 31, 2025 compared to approximately $33.2 million for the nine months ended March 31, 2024, an increase of approximately $12.9 million, or approximately 39.0%. The increase is primarily due to a 49.8% increase in ending enrollment from 2,166 to 3,245 supported by a 30.6% increase in starts from 1,894 to 2,473 in the nine months ended March 31, 2025 compared to prior year nine months ended March 31, 2024, which includes the acquisition of CCMCC adding 468 students.
Previous report
*General and administrative expense.*Our general and administrative expense was approximately $12.9 million for the nine months ended March 31, 2025 compared to approximately $9.7 million for the nine months ended March 31, 2024, an increase of approximately $3.2 million, or approximately 32.7%. The increase was primarily attributable to an increase in marketing expense, professional fees and bad debt expense. Of the total general and administrative expense, $3.5 million and $3.0 million relate to marketing expense relate for the first nine months of fiscal 2025 and 2024, respectively.
Previous report
Depreciation and amortization. Our depreciation and amortization expense was approximately $0.3 million for the nine months ended March 31, 2025 compared to approximately $0.2 million for the nine months ended March 31, 2024.
Previous report
Interest expense. Our interest expense was approximately $0.1 for the nine months ended March 31, 2025 compared to approximately $0.1 for the nine months ended March 31, 2024.
Previous report
Income tax expense. Our income tax expense was approximately $2.5 million for the nine months ended March 31, 2025 compared to approximately $1.7 million for the nine months ended March 31, 2024, an increase of approximately $0.8 million, or approximately 47%. The increase is primarily attributable to the increase in income.
Previous report
*Net Income.*Our net income was approximately $6.3 million for the nine months ended March 31, 2025 compared to approximately $4.1 million for the nine months ended March 31, 2024, an increase of approximately $2.2 million, or approximately 53.6%, due to the reasons mentioned above.
Previous report
Net cash used in investing activities was approximately $6.9 million for the nine months ended March 31, 2025, and approximately $0.4 million for the nine months ended March 31, 2024, an increase of approximately $6.5 million primarily attributed to the acquisition of CCMCC of $6.1 million.
Previous report
Net cash provided by financing activities was approximately $9.1 million for the nine months ended March 31, 2025, and net cash used of approximately $0.2 million for the nine months ended March 31, 2024, an increase of approximately $8.9 million due to the net proceeds of $9.2 million from our initial public offering (“IPO”), offset by certain debt repayments.
Previous report
In June 2016, the FASB issued ASU 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments (“ASU 2016-13”). ASU 2016-13 provides guidance for recognizing credit losses on financial instruments based on an estimate of current expected credit losses model. The amendments are effective for fiscal years beginning after December 15, 2019. Recently, the FASB issued the final ASU to delay adoption for smaller reporting companies for fiscal years beginning after December 15, 2022. We adopted ASU 2016-13 on July 1, 2023 and it did not have a material impact on our consolidated financial statements and related disclosures.
Previous report
In August 2020, the FASB issued ASU 2020-06, Debt—Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging—Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity. This ASU amends the guidance on convertible instruments and the derivatives scope exception for contracts in an entity’s own equity, and also improves and amends the related earnings per share guidance for both Subtopics. The ASU will be effective for smaller reporting companies for annual reporting periods beginning after December 15, 2023 and interim periods within those annual periods and early adoption is permitted. We adopted 2020-06 on July 1, 2024 and it did not have a material impact on our consolidated financial statements and related disclosures.
Reworded paragraphs (22)
Previous wording
We provide career-focused, post-secondary education services to students at all stages of adult life, from recent high school graduates to working parents, through our accredited academic institutions: High Desert Medical College, which we acquired in July 2010, Central Coast College, which we acquired in January 2019, Contra Costa Medical Career College, which we acquired in December 2024, and Integrity College of Health. On December 31, 2019, we entered into a Membership Interest Purchase Agreement with the sole member of Integrity. We purchased from the sole member of Integrity on that date 24.5% of her interest and obtained an exclusive option to acquire her remaining membership interest upon payment of $100, which was exercised on September 15, 2020. For purposes of our financial statements, the acquisition of Integrity is deemed to have been effective as of December 31, 2019.
Current wording
We provide career-focused, post-secondary education services to students at all stages of adult life, from recent high school graduates to working parents, through our accredited academic institutions: High Desert Medical College, which we acquired in July 2010, Central Coast College, which we acquired in January 2019, Contra Costa Medical Career College, which we acquired in December 2024, Integrity College of Health, and Contra Costa Medical College, which we acquired in December 2024. On December 31, 2019, we entered into a Membership Interest Purchase Agreement with the sole member of Integrity. We purchased from the sole member of Integrity on that date 24.5% of her interest and obtained an exclusive option to acquire her remaining membership interest upon payment of $100, which was exercised on September 15, 2020. For purposes of our financial statements, the acquisition of Integrity is deemed to have been effective as of December 31, 2019.
Previous wording
HDMC was established in the State of California in 2002 and began offering classes in 2003. It started with campuses in Lancaster, California, and added its first branch in 2008 in Bakersfield, California. Due to enrollment growth and high demand for its services, HDMC expanded to add a branch campus in Temecula, California campus in order to accommodate 250 to 400 additional students. HDMC offers UT, VN, VN Associate of Applied Science degree program, Associate Degree of Nursing, nursing assistant, MRI Associate of Applied Science, cardiac sonography, pharmacy technician, dental assisting, clinical medical assisting, medical administrative assisting programs, medical billing and coding, veterinary assistant, phlebotomy technician avocational, nursing assistant avocational, and UT Associate of Applied Science degree programs. HDMC also recently obtained approvals to offer at its Temecula campus an emergency medical technician (EMT) program (for which HDMC is not planning to apply for ED approval to make Title IV Program funds available for students who enroll in the program). HDMC began providing instruction to its first cohort of EMT students in April 2025. As of March 31, 2025, HDMC had 2,081 students enrolled in its programs.
Current wording
HDMC was established in the State of California in 2002 and began offering classes in 2003. It started with campuses in Lancaster, California, and added its first branch in 2008 in Bakersfield, California. Due to enrollment growth and high demand for its services, HDMC expanded to add a branch campus in Temecula, California campus in order to accommodate 250 to 400 additional students. HDMC offers UT, VN, VN Associate of Applied Science degree program, Associate Degree of Nursing, nursing assistant, MRI Associate of Applied Science, cardiac sonography, pharmacy technician, dental assisting, clinical medical assisting, medical administrative assisting programs, medical billing and coding, veterinary assistant, phlebotomy technician avocational, nursing assistant avocational, UT Associate of Applied Science degree programs, and an EMT program. HDMC also has obtained approval from the Accrediting Council for Continuing Education and Training (“ACCET”), Bureau for Private Postsecondary Education (“BPPE”) and ED to offer a surgical technology Associate of Applied Science program and sterile processing technician program. As of September 30, 2025, HDMC had 2,263 students enrolled in its programs.
Previous wording
CCC offers the following certificate or degree programs: business administrative specialist, computer specialist: accounting, medical administrative assistant, medical assisting, nursing assistant, UT, UT Associate of Applied Science, veterinary assistant, veterinary technology Associate of Applied Science, VN, surgical technology, dental assisting, sterile processing technician, and pharmacy technician (for which it currently holds interim approval from ACCET). CCC also offers an avocational phlebotomy technician program. CCC recently received renewal of its ACCET accreditation, effective until April 30, 2030, and also obtained final approval from ACCET to offer its dental assisting program. CCC is also in the process of applying for approval for an Associate Degree in Nursing program that it intends to provide in the future. As of March 31, 2025, CCC had 508 students enrolled in its programs.
Current wording
CCC offers the following certificate or degree programs: business administrative specialist, computer specialist: accounting, medical administrative assistant, medical assisting, nursing assistant, UT, UT Associate of Applied Science, veterinary assistant, veterinary technology Associate of Applied Science, VN, surgical technology, dental assisting, sterile processing technician, and pharmacy technician. CCC also offers an avocational phlebotomy technician program. CCC also has obtained approval from ACCET and BPPE to offer an MRI Associate of Applied Science program and a cardiac sonography Associate of Applied Science program. As of September 30, 2025, CCC had 549 students enrolled in its programs.
Previous wording
Integrity was established in the State of California in 2007. It is accredited by the Accreditation Bureau of Health Education Schools (“ABHES”) through February 28, 2026 and is in the process of applying for renewal of accreditation. Integrity’s campus is located in Pasadena, California. Integrity offers VN, VN Associate of Applied Science, Registered Nurse to Bachelor of Science in Nursing (“RN to BSN”), medical assisting, medical billing and coding, veterinary assistant, and Diagnostic Medical Sonography programs. On February 7, 2025, Integrity received full approval from the California Board of Vocational Nursing and Psychiatric Technicians (“BVNPT”) to offer its Vocational Nursing program, which was previously provisionally approved. Integrity also plans to offer an emergency medical technician (EMT) program and is in the process of obtaining approvals for the program (for which Integrity is not planning for ED approval to make Title IV funds available for students who enroll in the program). For purposes of our financial statements, Legacy Education, L.L.C. is deemed to have acquired Integrity in December 2019. As of March 31, 2025, Integrity had 188 students enrolled in its programs.
Current wording
Integrity was established in the State of California in 2007. Integrity’s campus is located in Pasadena, California. Integrity offers VN, VN Associate of Applied Science, Registered Nurse to Bachelor of Science in Nursing (“RN to BSN”), medical assisting, medical billing and coding, veterinary assistant, and Diagnostic Medical Sonography programs. Integrity also plans to offer an emergency medical technician (EMT) program and is in the process of obtaining approvals for the program (for which Integrity is not planning for ED approval to make Title IV funds available for students who enroll in the program). Integrity also has obtained approval from ABHES to offer a sterile processing technician program and will offer this program pending additional approvals. For purposes of our financial statements, Legacy Education, L.L.C. is deemed to have acquired Integrity in December 2019. As of September 30, 2025, Integrity had 220 students enrolled in its programs.
Previous wording
Contra Costa was established in the state of California in 2007. Contra Costa’s campus is located in Antioch, California. Contra Costa offers VN, surgical technology, sterile processing technician, medical assisting, diagnostic medical sonography, EKG/ECG technician, and medical administrative assistant/billing and coding specialist. As of March 31, 2025, Contra Costa had 468 students enrolled in its programs.
Current wording
Contra Costa was established in the state of California in 2007. Contra Costa’s campus is located in Antioch, California. Contra Costa offers VN, surgical technology, sterile processing technician, pharmacy technician, medical assisting with phlebotomy, clinical medical assisting, dental assisting, diagnostic medical sonography, EKG/ECG technician, medical administrative assistant/billing and coding specialist, and phlebotomy (avocational) programs. As of September 30, 2025, Contra Costa had 463 students enrolled in its programs.
Previous wording
On April 4, 2025, ED announced its intention to conduct negotiated rulemaking to prepare proposed regulations on topics pertaining to Title IV regulations, potentially including Public Service Loan Forgiveness, loan repayment programs, and “streamlining” current federal student financial assistance regulations. ED held public hearings to discuss the rulemaking agenda on April 29, 2025 and May 1, 2025 and requested comments on rulemaking topics be submitted by May 5, 2025. ED has not yet provided a complete list of topics for which it may propose regulations or the full schedule for negotiating and publishing final regulations. Consequently, we cannot predict the ultimate timing, content, and impact of any regulations and guidance ED might propose and ultimately adopt. In addition, the President directed federal agencies on April 9, 2025 to identify existing regulations that are unlawful or otherwise objectionable and to take steps to repeal or modify these regulations. We cannot predict what rules ED might attempt to repeal or modify, the timing and outcome of these efforts, or the impact of any regulatory repeals of modifications on our business and schools.
Current wording
On April 4, 2025, ED announced its intention to conduct negotiated rulemaking to prepare proposed regulations on topics pertaining to Title IV regulations, potentially including Public Service Loan Forgiveness, loan repayment programs, and “streamlining” current federal student financial assistance regulations.
Previous wording
We cannot predict with certainty the ultimate combined impact of the regulatory changes which have occurred in recent years, nor can we predict the effect of future legislative or regulatory action by federal, state or other agencies regulating our education programs or other aspects of our operations, how any resulting regulations will be interpreted or whether we and our institutions will be able to comply with these requirements in the future. Any such actions by legislative or regulatory bodies that affect our programs and operations could have a material adverse effect on us and our student population and our institutions, including the need to cease offering a number of programs.
Current wording
We expect the new regulations that are expected to emerge from the RISE and AHEAD Committees will impact our institutions and operations, but we cannot predict the ultimate scope, content, and impact of the future ED regulations and guidance including any regulations further implementing the new OBBBA requirements. We are currently assessing, and will continue to assess, the potential impact of the new and proposed requirements on us and our institutions and to monitor the ongoing negotiated rulemaking process. We also cannot predict with certainty the ultimate combined impact of the regulatory changes which have occurred in recent years, nor can we predict the effect of future legislative or regulatory action by federal, state or other agencies regulating our educational programs or other aspects of our operations, how any resulting regulations will be interpreted or whether we and our institutions will be able to comply with these requirements in the future. Any such actions by legislative or regulatory bodies that affect our programs and operations could have a material adverse effect on our student population and our institutions, including the need to cease offering a number of programs.
Previous wording
General and administrative. This expense includes bad debt expense, share-based compensation, legal and professional fees, insurance, accreditation fees, and travel of employees engaged in corporate management, finance, human resources, compliance and other corporate functions. This expense also includes marketing and advertising costs, which are expensed in the fiscal year incurred.
Current wording
General and administrative. This expense includes bad debt expense, legal and professional fees, insurance, accreditation fees, and travel of employees engaged in corporate management, finance, human resources, compliance and other corporate functions. This expense also includes marketing and advertising costs, which are expensed in the fiscal year incurred.
Previous wording
This expense reflects interest paid under notes issued to our investors, IRS interest, non-cash interest related to unit option grants, interest related to notes associated with CCC, and other debt related interest.
Current wording
This expense reflects interest paid under notes issued to our investors, IRS interest, non-cash interest related to unit option grants, interest related to notes associated with CCMCC, and other debt related interest.
Previous wording
Revenue. Our revenue was approximately $18.6 million for the three months ended March 31, 2025 compared to approximately $12.3 million for the three months ended March 31, 2024, an increase of approximately $6.3 million, or approximately 50.7%. The increase is primarily due to a 49.8% increase in ending enrollment from 2,166 to 3,245 supported by a 70.7% increase in starts from 710 to 1,227 in the quarter compared to prior year, which includes the impact of the acquisition of CCMCC adding 468 students.
Current wording
Revenue. Our revenue was approximately $19.4 million for the three months ended September 30, 2025 compared to approximately $14.0 million for the three months ending September 30, 2024, an increase of approximately $5.4 million, or approximately 38.5 %. The increase is primarily due to increased enrollment in the current three-month period.
Previous wording
Educational services. Our educational services expense was approximately $10.1 million for the three months ended March 31, 2025 compared to approximately $6.5 million for the three months ended March 31, 2024, an increase of approximately $3.6 million, or approximately 54.6%. The increase was primarily attributable to the increased instructional and staffing required to support the increase in enrollments as well as increased rent and externship fees and our investments in our RN program.
Current wording
Educational services. Our educational services expense was approximately $10.3 million for the three months ending September 30, 2025 compared to approximately $7.2 million for the three months ended September 30, 2024, an increase of approximately $3.1 million, or approximately 43.3%. The increase was primarily attributable to the increased instructional and staffing required to support the increase in enrollments as well as increased rent, externship fees and non-cash compensation charge.
Previous wording
*General and administrative expense.*Our general and administrative expense was approximately $4.6 million for the three months ended March 31, 2025 compared to approximately $3.3 million for the three months ended March 31, 2024, an increase of approximately $1.3 million, or approximately 39.5%. The increase was primarily attributable to an increase in marketing expense, professional fees and bad debt expense. Of the total general and administrative expense, $1.2 million and $0.9 million relate to marketing expense for the third quarter of fiscal 2025 and 2024, respectively.
Current wording
*General and administrative expense.*Our general and administrative expense was approximately $6.1 million for the three months ending September 30, 2025 compared to approximately $4.0 million for the three months ended September 30, 2024, an increase of approximately $2.1 million, or approximately 54%. The increase was primarily attributable to increases in marketing costs, professional fees, bad debt and insurance costs. Of the total general and administrative expense $1.6 million and $1.2 million relate to marketing expenses for fiscal 2026 and 2025, respectively.
Previous wording
Depreciation and amortization. Our depreciation and amortization expense was approximately $0.1 million for the three months ended March 31, 2025 compared to approximately $0.07 million for the three months ended March 31, 2024.
Current wording
Depreciation and amortization. Our depreciation and amortization expense was approximately $0.12 for the three months ended September 30, 2025 compared to approximately $0.08 million for the three months ended September 30, 2024.
Previous wording
Interest expense. Our interest expense was approximately $0.0 for the three months ended March 31, 2025 compared to approximately $0.0 for the three months ended March 31, 2024.
Current wording
Interest expense. Our interest expense was approximately $0.0 million for the three months ended September 30, 2025 compared to approximately $0.0 million for the three months ended September 30, 2024.
Previous wording
Income tax expense. Our income tax expense was approximately $1.1 million for the three months ended March 31, 2025 compared to approximately $0.7 million for the three months ended March 31, 2024.
Current wording
Income tax expense. Our income tax expense was approximately $0.8 million for the three months ended September 30, 2025 compared to approximately $0.8 million for the three months ended September 30, 2024.
Previous wording
*Net Income.*Our net income was approximately $2.8 million for the three months ended March 31, 2025 compared to approximately $1.8 million for the three months ended March 31, 2024, an increase of approximately $1.0 million, or approximately 55.5%, due to the reasons mentioned above.
Current wording
*Net Income.*Our net income was approximately $2.2 million for the three months ended September 30, 2025 compared to approximately $2.1 million for the three months ended September 30, 2024, an increase of approximately $0.1 million, or approximately 0.05%, due to the reasons mentioned above.
Previous wording
Our cash and cash equivalents were approximately $17.3 million and $10.4 million as of March 31, 2025, and June 30, 2024, respectively.
Current wording
Our cash and cash equivalents were approximately $20.6 million and $21.5 million as of September 30, 2025 and 2024, respectively.
Previous wording
Capital expenditures were approximately $0.8 million and $0.4 million for the nine months ended March 31, 2025 and 2024, respectively.
Current wording
Capital expenditures were approximately $0.2 million and $0.2 million for the three months ended September 30, 2025 and 2024, respectively.
Previous wording
Cash Flow Activities for the Nine Months Ended March 31, 2025 and 2024
Current wording
Cash Flow Activities for the Three Months Ended September 30, 2025 and 2024
Previous wording
Net cash provided by operating activities was approximately $4.8 million and $2.7 million for the nine months ended March 31, 2025, and 2024, respectively. The increase of approximately $2.1 million is primarily attributable to an increase in earnings.
Current wording
Net cash provided by operating activities was approximately $1.1 million and $3.2 million for the three months ended September 30, 2025, and 2024, respectively. The decrease of approximately $2.1 million is primarily attributable to increase to accounts receivable, prepaid expenses and other receivables, offset by an increase in income taxes payable and a reduction to deferred unearned tuition.
Previous wording
We believe that inflation has not had a material impact on our results of operations for the three or nine months ended March 31, 2025, and 2024. There can be no assurance that future inflation will not have an adverse impact on our operating results and financial condition.
Current wording
We believe that inflation has not had a material impact on our results of operations for the three months ended September 30, 2025, and 2024. There can be no assurance that future inflation will not have an adverse impact on our operating results and financial condition.
Previous wording
In November 2023, the FASB issued Accounting Standards Update 2023-07,Segment Reporting—Improvements to Reportable Segment Disclosures(“ASU 2023-07”), which requires incremental disclosures related to a public entity’s reportable segments. Required disclosures include, on an annual and interim basis, significant segment expenses that are regularly provided to the chief operating decision maker and included within each reported measure of segment profit or loss, an amount for other segment items (which is the difference between segment revenue less segment expenses and less segment profit or loss) and a description of its composition, the title and position of the CODM, and an explanation of how the CODM uses the reported measure(s) of segment profit or loss in assessing segment performance and deciding how to allocate resources. The standard also permits disclosure of more than one measure of segment profit. ASU 2023-07 is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024. We expect to adopt this policy effective for the fiscal year ended June 30, 2025 and are currently evaluating the impact of adopting ASU 2023-07 on our financial statements.
Current wording
In November 2023, the FASB issued ASU 2023-07,Segment Reporting—Improvements to Reportable Segment Disclosures(“ASU 2023-07”), which requires incremental disclosures related to a public entity’s reportable segments. Required disclosures include, on an annual and interim basis, significant segment expenses that are regularly provided to the chief operating decision maker (“CODM”) and included within each reported measure of segment profit or loss, an amount for other segment items (which is the difference between segment revenue less segment expenses and less segment profit or loss) and a description of its composition, the title and position of the CODM, and an explanation of how the CODM uses the reported measure(s) of segment profit or loss in assessing segment performance and deciding how to allocate resources. The standard also permits disclosure of more than one measure of segment profit. ASU 2023-07 is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024. There are aspects of ASU 2023-07 that apply to entities with one reportable segment. The Company adopted this guidance in the fiscal fourth quarter of 2025. The adoption of ASU 2023-07 is reflected in Note 2, “Summary of Significant Accounting Policies - Segment Reporting.”.
Rearranged previous paragraphs (2)
Previous report — wording carried elsewhere
The following table sets forth our consolidated statements of income data as a percentage of revenue for the nine months ended March 31, 2025 and 2024:
Previous report — wording carried elsewhere
Educational services. Our educational services expense was approximately $24.8 million for the nine months ended March 31, 2025 compared to approximately $17.8 million for the nine months ended March 31, 2024, an increase of approximately $7.0 million, or approximately 39.3%. The increase was primarily attributable to the increased instructional and staffing required to support the increase in enrollments as well as increased rent and externship fees and our investments in our RN program.