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LAUREATE EDUCATION, INC.

For the period ended Mar 31, 2026. Filed Apr 30, 2026.

View on SEC.gov

About 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.

Mar 31, 2026 · Filed Apr 30, 2026

LAUR$33.59+0.9%Stored close · as of Nov 6, 2026

What changed in Management’s Discussion and Analysis?

Read the current filing

Previous report: 10-Q

Period ended 2025-09-30; filed 2025-10-30.

0001628280-25-047306

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Current report: 10-Q

Period ended 2026-03-31; filed 2026-04-30.

0001628280-26-028580

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

The 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 172 previous paragraphs and 143 current paragraphs.

96 unchanged; 32 reworded; 14 added; 42 removed; 2 previous and 1 current paragraphs rearranged.

Tables are not compared: 14 previous and 8 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 (14)

Current report

Operating loss increased by $14.3 million to $(27.5) million for the 2026 fiscal quarter from $(13.2) million for the 2025 fiscal quarter. This change was primarily driven by lower operating income in our Mexico segment, due to the unfavorable effect of the timing of the academic calendar combined with the strengthening of the Mexican peso against the USD, in addition to higher depreciation and amortization expenses related to growth initiatives including campus expansions and new campus investments compared to the 2025 fiscal quarter. This decrease was partially offset by lower operating loss in our Peru segment during the 2026 fiscal quarter compared to the 2025 fiscal quarter due in part to a favorable effect of the timing of the academic calendar.

Current report

Income tax benefit (expense)changed by $8.2 million to a benefit of $5.7 million for the 2026 fiscal quarter from an expense of $(2.5) million for the 2025 fiscal quarter. This change mainly resulted from the year-over-year effect of a larger pretax loss during the 2026 fiscal quarter as compared to the 2025 fiscal quarter due primarily to the net unfavorable effect of intra-year academic calendar timing attributable to later semester start dates in the 2026 fiscal quarter than in the 2025 fiscal quarter. In addition, there was a decrease in the statutory interest on certain tax liabilities that is recorded as a component of income tax expense, due to a reduction in the required statutory interest rate as well as a lower average balance of these tax liabilities during the 2026 fiscal quarter as compared to the 2025 fiscal quarter.

Current report

(1) Enrollment and product mix, pricing and timing are not separable for the calculation of direct costs and therefore are combined and defined as Constant currency for the calculation of Adjusted EBITDA.

Current report

Revenues increased by $21.3 million, an 11% increase from the 2025 fiscal quarter.

Current report

•On a constant currency basis, revenue decreased by 4%, primarily driven by an unfavorable impact of approximately $12 million from intra-year academic calendar timing attributable to later semester start dates in the 2026 fiscal quarter compared to the 2025 fiscal quarter.

Current report

Adjusted EBITDA decreased by $11.5 million, a 22% decrease from the 2025 fiscal quarter.

Current report

•On a constant currency basis, Adjusted EBITDA decreased by 33%, primarily driven by an unfavorable effect of intra-year academic calendar timing attributable to later semester start dates in the 2026 fiscal quarter compared to the 2025 fiscal quarter.

Current report

(1) Enrollment and product mix, pricing and timing are not separable for the calculation of direct costs and therefore are combined and defined as Constant currency for the calculation of Adjusted EBITDA.

Current report

Revenues increased by $15.1 million, a 32% increase from the 2025 fiscal quarter.

Current report

•On a constant currency basis, Adjusted EBITDA increased by 18% compared to the 2025 fiscal quarter, due in part to a favorable effect from academic calendar timing.

Current report

Cash used in investing activities increased by $3.7 million to $(8.3) million for the 2026 fiscal quarter from $(4.6) million for the 2025 fiscal quarter. This increase in investing cash outflows was attributable to higher capital expenditures of $3.7 million during the 2026 fiscal quarter compared to the 2025 fiscal quarter, driven by higher equipment purchases in Mexico.
Removed paragraphs (42)

Previous report

•the risks and uncertainties associated with an epidemic, pandemic or other public health emergency including, but not limited to, effects on student enrollment, tuition pricing, and collections in future periods;

Previous report

•our ability to maintain proper and effective internal controls necessary to produce accurate financial statements on a timely basis;

Previous report

(1)Amounts related to Corporate were immaterial and are not separately presented.

Previous report

Operating income decreased by $0.5 million to $71.5 million for the 2025 fiscal quarter from $72.0 million for the 2024 fiscal quarter. This decrease was primarily driven by lower operating income at our Peru segment, combined with higher operating expenses at Corporate. This decrease was partially offset by higher operating income at our Mexico segment during the 2025 fiscal quarter compared to the 2024 fiscal quarter.

Previous report

Income tax (expense) benefit changed by $35.0 million to an expense of $(34.5) million for the 2025 fiscal quarter from a benefit of $0.5 million for the 2024 fiscal quarter. This change was primarily attributable to a discrete tax benefit of approximately $37.9 million that was recorded during the 2024 fiscal quarter related to an entity restructuring.

Previous report

Comparison of Consolidated Results for the Nine Months Ended September 30, 2025 and 2024

Previous report

Comparison of Consolidated Results for the Nine Months Ended September 30, 2025 to the Nine Months Ended September 30, 2024

Previous report

Revenues increased by $17.3 million to $1,160.5 million for the nine months ended September 30, 2025 (the 2025 fiscal period) from $1,143.2 million for the nine months ended September 30, 2024 (the 2024 fiscal period). This increase in revenues was attributable to the effect of higher average total organic enrollment at our institutions, which increased revenues by $67.1 million compared to the 2024 fiscal period. This increase in revenue was partially offset by a net change in foreign currency exchange rates, which decreased revenues by $46.0 million, mainly due to the weakening of the Mexican peso against the USD compared to the 2024 fiscal period. In addition, these increases in revenues were partially offset by the effect of changes in product mix, pricing and timing which decreased revenues by $3.8 million compared to the 2024 fiscal period, which included a decrease in revenue for Peru of approximately $25 million from intra-year academic calendar timing attributable to later semester start dates as compared to the 2024 fiscal period.

Previous report

Direct costs and general and administrative expenses combined increased by $15.5 million to $909.0 million for the 2025 fiscal period from $893.5 million for the 2024 fiscal period. This increase was driven by the effect of operational changes, which increased direct costs by $53.9 million compared to the 2024 fiscal period, primarily due to the result of higher enrollment at our institutions. This increase was partially offset by the effect of a net change in foreign currency exchange rates, which decreased direct costs by $37.7 million, mainly due to the weakening of the Mexican peso against the USD compared to the 2024 fiscal period. Corporate accounted for the remaining difference of $0.7 million.

Previous report

Operating income increased by $1.8 million to $251.6 million for the 2025 fiscal period from $249.8 million for the 2024 fiscal period. This change was primarily driven by higher operating income in our Mexico segment, partially offset by lower operating income in our Peru segment, combined with higher operating expenses at Corporate during the 2025 fiscal period compared to the 2024 fiscal period.

Previous report

Other non-operating (expense) income changed by $64.0 million to an expense of $(30.2) million for the 2025 fiscal period from income of $33.8 million for the 2024 fiscal period. This change was attributable to: (1) a loss on foreign currency exchange during the 2025 fiscal period compared to a gain during the 2024 fiscal period for a change of $67.5 million, mainly related to intercompany loan arrangements; (2) the year-over-year effect of a $3.1 million loss related to the release of accumulated foreign currency translation balances upon the liquidation of certain subsidiaries during the 2024 fiscal period; and (3) an increase in other income of $0.4 million for the 2025 fiscal period.

Previous report

Income tax expense increased by $33.8 million to $106.3 million for the 2025 fiscal period from $72.5 million for the 2024 fiscal period. This increase was primarily attributable to a discrete tax benefit of approximately $37.9 million that was recorded during the 2024 fiscal period related to an entity restructuring.

Previous report

Comparison of Share-based Compensation Expense for the Nine Months Ended September 30, 2025 and 2024

Previous report

Share-based compensation expense increased by $2.6 million to $9.7 million for the 2025 fiscal period from $7.1 million for the 2024 fiscal period, which was primarily driven by executive retention awards of restricted stock units that were granted in May 2024 and January 2025.

Previous report

(1)Organic enrollment and product mix, pricing and timing are not separable for the calculation of direct costs and therefore are combined and defined as Organic constant currency for the calculation of Adjusted EBITDA.

Previous report

Revenues increased by $12.3 million, a 7% increase from the 2024 fiscal quarter.

Previous report

•On an organic constant currency basis, revenue increased by 5% compared to the 2024 fiscal quarter.

Previous report

Adjusted EBITDA increased by $5.7 million, a 29% increase from the 2024 fiscal quarter, mainly driven by revenue growth.

Previous report

•On an organic constant currency basis, Adjusted EBITDA increased by 25% compared to the 2024 fiscal quarter.

Previous report

Comparison of Mexico Results for the Nine Months Ended September 30, 2025 to the Nine Months Ended September 30, 2024

Previous report

(1) Organic enrollment and product mix, pricing and timing are not separable for the calculation of direct costs and therefore are combined and defined as Organic constant currency for the calculation of Adjusted EBITDA.

Previous report

Revenues decreased by $13.7 million, a 2% decrease from the 2024 fiscal period.

Previous report

•Revenue for the 2025 fiscal period was unfavorably affected by the weakening of the Mexican peso against the USD compared to the 2024 fiscal period.

Previous report

•On an organic constant currency basis, revenue increased by 8% compared to the 2024 fiscal period.

Previous report

•Revenues from our Mexico segment represented 52% of our consolidated total revenues for the 2025 fiscal period, compared to 54% for the 2024 fiscal period.

Previous report

Adjusted EBITDA increased by $8.0 million, a 6% increase from the 2024 fiscal period, driven by revenue growth, partially offset by the weakening of the Mexican peso against the USD.

Previous report

•On an organic constant currency basis, Adjusted EBITDA increased by 21% compared to the 2024 fiscal period.

Previous report

(1) Organic enrollment and product mix, pricing and timing are not separable for the calculation of direct costs and therefore are combined and defined as Organic constant currency for the calculation of Adjusted EBITDA.

Previous report

•On an organic constant currency basis, revenues increased by 3% compared to the 2024 fiscal quarter.

Previous report

•Revenue for the 2025 fiscal quarter was unfavorably affected by approximately $7 million of intra-year academic calendar timing compared to the 2024 fiscal quarter.

Previous report

Adjusted EBITDA decreased by $1.7 million, a 2% decrease from the 2024 fiscal quarter.

Previous report

•On an organic constant currency basis, Adjusted EBITDA decreased by 9% compared to the 2024 fiscal quarter and was unfavorably affected by intra-year academic calendar timing.

Previous report

Comparison of Peru Results for the Nine Months Ended September 30, 2025 to the Nine Months Ended September 30, 2024

Previous report

(1) Organic enrollment and product mix, pricing and timing are not separable for the calculation of direct costs and therefore are combined and defined as Organic constant currency for the calculation of Adjusted EBITDA.

Previous report

Revenues increased by $30.9 million, a 6% increase from the 2024 fiscal period.

Previous report

•Revenues from our Peru segment represented 48% of our consolidated total revenues for the 2025 fiscal period compared to 46% for the 2024 fiscal period.

Previous report

Adjusted EBITDA decreased by $2.9 million, a 1% decrease from the 2024 fiscal period.

Previous report

•On an organic constant currency basis, Adjusted EBITDA decreased by 5% compared to the 2024 fiscal period and was unfavorably affected by intra-year academic calendar timing.

Showing the first 40 of 42 passages. Open the source sections for the rest.

Reworded paragraphs (32)

Previous wording

•the risks associated with disruptions to our computer networks and other cybersecurity incidents, including misappropriation of personal or proprietary information;

Current wording

•the risks associated with disruptions to our computer networks and information systems and other cybersecurity incidents, including misappropriation of personal or proprietary information;

Previous wording

This Management’s Discussion and Analysis of Financial Condition and Results of Operations (the MD&A) is provided to assist readers of the financial statements in understanding the results of operations, financial condition and cash flows of Laureate Education, Inc. This MD&A should be read in conjunction with the consolidated financial statements and related notes included elsewhere in this Form 10-Q. The consolidated financial statements included elsewhere in this Form 10-Q are presented in U.S. dollars (USD) rounded to the nearest thousand, with the amounts in MD&A rounded to the nearest tenth of a million. Therefore, discrepancies in the tables between totals and the sums of the amounts listed may occur due to such rounding. Our MD&A is presented in the following sections:

Current wording

This Management’s Discussion and Analysis of Financial Condition and Results of Operations (MD&A) is provided to assist readers of the financial statements in understanding the results of operations, financial condition and cash flows of Laureate Education, Inc. This MD&A should be read in conjunction with the consolidated financial statements and related notes included elsewhere in this Form 10-Q. The consolidated financial statements included elsewhere in this Form 10-Q are presented in U.S. dollars (USD) rounded to the nearest thousand, with the amounts in MD&A rounded to the nearest tenth of a million. Therefore, discrepancies in the tables between totals and the sums of the amounts listed may occur due to such rounding. Our MD&A is presented in the following sections:

Previous wording

We operate a portfolio of degree-granting higher education institutions in Mexico and Peru. Collectively, we have approximately 511,400 students enrolled at five institutions in these two countries. We believe that the higher education markets in Mexico and Peru present an attractive long-term opportunity, primarily because of the large and growing imbalance between the supply and demand for affordable, quality higher education in those markets. We believe that the combination of the projected growth in the middle class, limited government resources dedicated to higher education, and a clear value proposition demonstrated by the higher earnings potential afforded by higher education, creates substantial opportunities for high-quality private institutions to meet this growing and unmet demand. By offering high-quality, outcome-focused education, we believe that we enable students to prosper and thrive in the dynamic and evolving knowledge economy. We have two reportable segments as described below. We group our institutions by geography in Mexico and Peru for reporting purposes.

Current wording

We operate a portfolio of degree-granting higher education institutions in Mexico and Peru. Collectively, we have approximately 507,700 students enrolled at five institutions in these two countries. We believe that the higher education markets in Mexico and Peru present an attractive long-term opportunity, primarily because of the large and growing imbalance between the supply and demand for affordable, quality higher education in those markets. We believe that the combination of the projected growth in the middle class, limited government resources dedicated to higher education, and a clear value proposition demonstrated by the higher earnings potential afforded by higher education, creates substantial opportunities for high-quality private institutions to meet this growing and unmet demand. By offering high-quality, outcome-focused education, we believe that we enable students to prosper and thrive in the dynamic and evolving knowledge economy. We have two reportable segments as described below. We group our institutions by geography in Mexico and Peru for reporting purposes.

Previous wording

Our operations are outside of the United States and are subject to complex business, economic, legal, regulatory, political, tax and foreign currency risks, which may be difficult to adequately address. As a result, we face risks that are inherent in international operations, including: fluctuations in exchange rates, possible currency devaluations, inflation and hyper-inflation; price controls and foreign currency exchange restrictions; potential economic and political instability in both countries in which we operate; expropriation of assets by local governments; key political elections and changes in government policies; subsequent changes to laws and regulatory regimes; multiple and possibly overlapping and conflicting tax laws; and compliance with a wide variety of foreign laws. See “Item 1A—Risk Factors—Risks Relating to Our Business—We operate a portfolio of degree-granting higher education institutions in Mexico and Peru and are subject to complex business, economic, legal, political, tax and foreign currency risks, which risks may be difficult to adequately address,” in our 2024 Form 10-K. We plan to grow our operations organically by: 1) adding new programs and course offerings; 2) expanding target student demographics; and 3) increasing capacity at existing and new campus locations. Our success in growing our business will depend on the ability to anticipate and effectively manage these and other risks related to operating in various countries.

Current wording

Our operations are outside of the United States and are subject to complex business, economic, legal, regulatory, political, tax and foreign currency risks, which may be difficult to adequately address. As a result, we face risks that are inherent in international operations, including: fluctuations in exchange rates, possible currency devaluations, inflation and hyper-inflation; price controls and foreign currency exchange restrictions; potential economic and political instability in both countries in which we operate; expropriation of assets by local governments; key political elections and changes in government policies; subsequent changes to laws and regulatory regimes; multiple and possibly overlapping and conflicting tax laws; and compliance with a wide variety of foreign laws. See “Item 1A—Risk Factors—Risks Relating to Our Business—We operate a portfolio of degree-granting higher education institutions in Mexico and Peru and are subject to complex business, economic, legal, political, tax and foreign currency risks, which risks may be difficult to adequately address,” in our 2025 Form 10-K. We plan to grow our operations organically by: 1) adding new programs and course offerings; 2) expanding target student demographics; and 3) increasing capacity at existing and new campus locations. Our success in growing our business will depend on the ability to anticipate and effectively manage these and other risks related to operating in various countries. See “Item IA—Risk Factors—Risks Relating to Our Business—If we do not effectively manage our growth and business, our results of operations may be materially adversely affected” in our 2025 Form 10-K.

Previous wording

Enrollment is our lead revenue indicator and represents our most important non-financial metric. We define “enrollment” as the number of students registered in a course on the last day of the enrollment reporting period. New enrollments provide an indication of future revenue trends. Total enrollment is a function of continuing student enrollments, new student enrollments and enrollments from acquisitions, offset by graduations, attrition and enrollment decreases due to dispositions. Attrition is defined as a student leaving the institution before completion of the program. To minimize attrition, we have implemented programs that involve assisting students in remedial education, mentoring, counseling and student financing.

Current wording

Enrollment is our lead revenue indicator and represents our most important non-financial metric. We define “enrollment” as the number of students registered in a course on the last day of the enrollment reporting period. New enrollments provide an indication of future revenue trends. Total enrollment is a function of continuing student enrollments and new student enrollments, offset by graduations and attrition. Attrition is defined as a student leaving the institution before completion of the program. To minimize attrition, we have implemented programs that involve assisting students in remedial education, mentoring, counseling and student financing.

Previous wording

The majority of our revenue is derived from tuition and educational services. The amount of tuition generated in a given period depends on the price per credit hour and the total credit hours or price per program taken by the enrolled student population. The price per credit hour varies by program, by market and by degree level. Additionally, varying levels of discounts and scholarships are offered depending on market-specific dynamics and individual achievements of our students. Revenues are recognized net of scholarships and other discounts, refunds and waivers. In addition to tuition revenues, we generate other revenues from student fees and other education-related activities. These other revenues are less material to our overall financial results and have a tendency to trend with tuition revenues. The main drivers of changes in revenues between periods are student enrollment and price. We continually monitor market conditions and carefully adjust our tuition rates to meet local demand levels. We proactively seek the best price and content combinations to remain competitive in all the markets in which we operate.

Current wording

The majority of our revenue is derived from tuition revenue from enrolled students. The amount of tuition generated in a given period depends on the price per credit hour and the total credit hours or price per program taken by the enrolled student population. The price per credit hour varies by program, by market and by degree level. Additionally, varying levels of discounts and scholarships are offered depending on market-specific dynamics and individual achievements of our students. Revenues are recognized net of scholarships and other discounts, refunds and waivers. In addition to tuition revenues, we generate other revenues from student fees, short courses, and other education-related activities. These other revenues are less material to our overall financial results and have a tendency to trend with tuition revenues. The main drivers of changes in revenues between periods are student enrollment and price. We continually monitor market conditions and carefully adjust our tuition rates to meet local demand levels. We proactively seek the best price and content combinations to remain competitive in all the markets in which we operate.

Previous wording

While the USD is our reporting currency, our institutions are located in Mexico and Peru and operate in other functional currencies, namely the Mexican peso and Peruvian nuevo sol. We monitor the impact of foreign currency movements and the correlation between the local currency and the USD. Our revenues and expenses are generally denominated in local currency. The principal foreign exchange exposure is the risk related to the translation of revenues and expenses incurred in each country from the local currency into USD. See “Item 1A—Risk Factors—Risks Relating to Our Business—Our reported revenues and earnings may be negatively affected by the strengthening of the U.S. dollar and currency exchange rates” in our 2024 Form 10‑K. In order to provide a framework for assessing how our business performed excluding the effects of foreign currency fluctuations, we present organic constant currency in our segment results, which is calculated using the change from prior-year average foreign exchange rates to current-year average foreign exchange rates, as applied to local-currency operating results for the current year, and excludes the impact of acquisitions and divestitures.

Current wording

While the USD is our reporting currency, our institutions are located in Mexico and Peru and operate in other functional currencies, namely the Mexican peso and Peruvian nuevo sol. We monitor the impact of foreign currency movements and the correlation between the local currency and the USD. Our revenues and expenses are generally denominated in local currency. The principal foreign exchange exposure is the risk related to the translation of revenues and expenses incurred in each country from the local currency into USD. See “Item 1A—Risk Factors—Risks Relating to Our Business—Our reported revenues and earnings may be negatively affected by the strengthening of the U.S. dollar and currency exchange rates” in our 2025 Form 10‑K. In order to provide a framework for assessing how our business performed excluding the effects of foreign currency fluctuations, we present constant currency in our segment results, which is calculated using the change from prior-year average foreign exchange rates to current-year average foreign exchange rates, as applied to local-currency operating results for the current year.

Previous wording

Revenues increased by $31.6 million to $400.2 million for the three months ended September 30, 2025 (the 2025 fiscal quarter) from $368.6 million for the three months ended September 30, 2024 (the 2024 fiscal quarter). This increase in revenues was attributable to higher average total organic enrollment at our institutions during the 2025 fiscal quarter, which increased revenues by $22.0 million compared to the 2024 fiscal quarter. In addition, the effect of a net change in foreign currency exchange rates increased revenues by $15.8 million, mainly due to the strengthening of the Mexican peso against the USD compared to the 2024 fiscal quarter. These increases in revenues were partially offset by the effect of changes in tuition rates and enrollments in programs at varying price points (product mix), pricing and timing, which decreased revenues by $6.2 million, including an unfavorable impact of approximately $7 million from intra-year academic calendar timing in Peru, compared to the 2024 fiscal quarter.

Current wording

Revenues increased by $36.4 million to $272.6 million for the three months ended March 31, 2026 (the 2026 fiscal quarter) from $236.2 million for the three months ended March 31, 2025 (the 2025 fiscal quarter). This increase in revenues was primarily driven by a net change in foreign currency exchange rates, which increased revenues by $34.8 million, mainly due to the strengthening of the Mexican peso against the USD compared to the 2025 fiscal quarter. In addition, the increase was attributable to the effect of higher average total enrollment at our institutions, which increased revenues by $9.6 million compared to the 2025 fiscal quarter. These increases in revenues were partially offset by changes in tuition rates and enrollments in programs at varying price points (product mix), pricing and timing, which decreased revenues by $7.9 million compared to the 2025 fiscal quarter and included a net unfavorable effect of approximately $9 million from intra-year academic calendar timing attributable to later semester start dates in the 2026 fiscal quarter as compared to the 2025 fiscal quarter. Corporate accounted for the remaining difference of $0.1 million.

Previous wording

Direct costs and general and administrative expenses combined increased by $32.1 million to $328.7 million for the 2025 fiscal quarter from $296.6 million for the 2024 fiscal quarter. This increase was primarily driven by the effect of operational changes, which increased costs by $21.1 million, primarily due to the result of higher enrollment at our institutions. In addition, the effect of a net change in foreign currency exchange rates increased costs by $10.4 million, mainly due to the strengthening of the Mexican peso against the USD compared to the 2024 fiscal quarter. Other Corporate expenses accounted for an increase in costs of $0.6 million for the 2025 fiscal quarter compared to the 2024 fiscal quarter.

Current wording

Direct costs and general and administrative expenses combined increased by $50.7 million to $300.1 million for the 2026 fiscal quarter from $249.4 million for the 2025 fiscal quarter. This increase was primarily driven by the effect of a net change in foreign currency exchange rates, which increased direct costs by $34.9 million, mainly due to the strengthening of the Mexican peso against the USD compared to the 2025 fiscal quarter. Additionally, the increase was attributable to the effect of operational changes, which increased direct costs by $15.8 million compared to the 2025 fiscal quarter, primarily due to the result of higher enrollment at our institutions.

Previous wording

Other non-operating (expense) income changed by $17.6 million to an expense of $(2.2) million for the 2025 fiscal quarter from income of $15.4 million for the 2024 fiscal quarter. This change was primarily attributable to foreign currency exchange loss during the 2025 fiscal quarter compared to a gain during the 2024 fiscal quarter for a change of $16.8 million, mainly related to intercompany loan arrangements. Other income accounted for the remaining change of $0.8 million.

Current wording

Other non-operating income (expense)changed by $4.7 million to income of $1.5 million for the 2026 fiscal quarter from an expense of $(3.2) million for the 2025 fiscal quarter. This change was attributable to: (1) a gain on foreign currency exchange during the 2026 fiscal quarter compared to a loss during the 2025 fiscal quarter for a change of $4.2 million, related to revaluation of items denominated in currencies different than the functional currency, including intercompany loan arrangements; and (2) an increase in other income of $0.5 million for the 2026 fiscal quarter.

Previous wording

The following table presents Adjusted EBITDA and reconciles Net income to Adjusted EBITDA for the three months ended September 30, 2025 and 2024:

Current wording

The following table presents Adjusted EBITDA and reconciles Net loss to Adjusted EBITDA for the three months ended March 31, 2026 and 2025:

Previous wording

Depreciation and amortization increased by $3.0 million to $19.6 million for the 2025 fiscal quarter from $16.6 million for the 2024 fiscal quarter, which was primarily attributable to equipment purchases and campus improvements in Mexico that resulted in a higher depreciable asset base compared to the 2024 fiscal quarter.

Current wording

Depreciation and amortization increased by $6.5 million to $22.6 million for the 2026 fiscal quarter from $16.1 million for the 2025 fiscal quarter, which was primarily attributable to equipment purchases and campus improvements in Mexico related to growth initiatives including campus expansions and new campus investments that resulted in a higher depreciable asset base, combined with the strengthening of the Mexican peso against the USD compared to the 2025 fiscal quarter.

Previous wording

We have two reportable segments: Mexico and Peru. For purposes of the following comparison of results discussion, “segment direct costs” represent direct costs incurred by the segment as they are included in Adjusted EBITDA, such that depreciation and amortization expense, loss on impairment of assets and share-based compensation expense have been excluded. Organic enrollment is based on average total enrollment for the period. For a further description of our segments, see Overview.

Current wording

We have two reportable segments: Mexico and Peru. For purposes of the following comparison of results discussion, “segment direct costs” represent direct costs incurred by the segment as they are included in Adjusted EBITDA, such that depreciation and amortization expense, loss on impairment of assets and share-based compensation expense have been excluded. Enrollment is based on average total enrollment for the period. For a further description of our segments, see Overview.

Previous wording

The following tables, derived from our consolidated financial statements included elsewhere in this Form 10-Q, present selected financial information of our segments:

Current wording

The following table, derived from our consolidated financial statements included elsewhere in this Form 10-Q, present selected financial information of our segments:

Previous wording

•Revenues from our Mexico segment represented 49% of our consolidated total revenues for the 2025 fiscal quarter compared to 50% for the 2024 fiscal quarter.

Current wording

•Revenues from our Mexico segment represented 77% of our consolidated total revenues for the 2026 fiscal quarter, compared to 80% for the 2025 fiscal quarter.

Previous wording

•On an organic constant currency basis, revenues increased by 2% and were unfavorably affected by approximately $25 million of intra-year academic calendar timing attributable to later semester start dates in the 2025 fiscal period as compared to the 2024 fiscal period.

Current wording

•On a constant currency basis, revenues increased by 21% and were favorably affected by approximately $3 million from intra-year academic calendar timing in the 2026 fiscal quarter as compared to the 2025 fiscal quarter.

Previous wording

•Revenues from our Peru segment represented 51% of our consolidated total revenues for the 2025 fiscal quarter, compared to 50% for the 2024 fiscal quarter.

Current wording

•Revenues from our Peru segment represented 23% of our consolidated total revenues for the 2026 fiscal quarter compared to 20% for the 2025 fiscal quarter.

Previous wording

Revenues increased by $19.2 million, a 10% increase from the 2024 fiscal quarter.

Current wording

Adjusted EBITDA increased by $3.9 million, a 10% increase from the 2025 fiscal quarter.

Previous wording

Our primary source of cash is revenue from tuition charged to students in connection with our various education program offerings. Essentially all of our revenues are generated from private pay sources as there are no material government-sponsored loan programs in Mexico or Peru. We anticipate generating sufficient cash flow from operations in both countries in which we operate to satisfy the working capital and financing needs of our organic growth plans for each country. If our educational institutions within one country were unable to maintain sufficient liquidity, we would consider using internal cash resources or reasonable short-term working capital facilities to accommodate any short- to medium-term shortfalls.

Current wording

Our primary source of cash is revenue from tuition charged to students in connection with our various education program offerings. Essentially all of our revenues are generated from private pay sources as there are no material government-sponsored loan programs in Mexico or Peru. We anticipate generating sufficient cash flow from operations in the countries in which we operate to satisfy the working capital and financing needs of our organic growth plans for each country. If our educational institutions within one country were unable to maintain sufficient liquidity, we would consider using internal cash resources or reasonable short-term working capital facilities to accommodate any short- to medium-term shortfalls.

Previous wording

As of September 30, 2025, our secondary source of liquidity was cash and cash equivalents of $241.0 million. Our cash accounts are maintained with high-quality financial institutions. The Company also maintains a revolving credit facility under its credit agreement (the Amended Credit Agreement) that provides for borrowings of up to $155.0 million of revolving credit loans maturing September 2028 (the Revolving Credit Facility). The credit available to be borrowed under the Amended Credit Agreement, whether as revolving loans or term loans, if any, are referred to herein collectively as the “Senior Secured Credit Facility.” In accordance with the terms of the Amended Credit Agreement, any proceeds drawn on the Revolving Credit Facility may be used for general corporate purposes. As of September 30, 2025, the Company had no outstanding balance borrowed under the Revolving Credit Facility.

Current wording

As of March 31, 2026, our cash and cash equivalents were $157.4 million. Our cash accounts are maintained with high-quality financial institutions. The Company also maintains a revolving credit facility under its credit agreement (the Amended Credit Agreement) that provides for borrowings of up to $155.0 million of revolving credit loans maturing September 2028 (the Revolving Credit Facility). The credit available to be borrowed under the Amended Credit Agreement, whether as revolving loans or term loans, if any, are referred to herein collectively as the “Senior Secured Credit Facility.” In accordance with the terms of the Amended Credit Agreement, any proceeds drawn on the Revolving Credit Facility may be used for general corporate purposes. As of March 31, 2026, the Company had $75.0 million outstanding balance borrowed under the Revolving Credit Facility.

Previous wording

Our liquidity is affected by restricted cash balances, which totaled$5.5 million as of September 30, 2025 and $6.5 million as of December 31, 2024. Restricted cash mainly consists of cash equivalents held as assets for a supplemental employment retention agreement for a former executive.

Current wording

Our liquidity is affected by restricted cash balances, which totaled$5.6 million as of March 31, 2026 and $5.4 million as of December 31, 2025. Restricted cash mainly consists of cash equivalents held as assets for a supplemental employment retention agreement for a former executive.

Previous wording

We earn a significant portion of our income from subsidiaries located in countries outside the United States. As of September 30, 2025, $161.2 million of our total $241.0 million of cash and cash equivalents were held by foreign subsidiaries. As of December 31, 2024, $80.1 million of our total $91.4 million of cash and cash equivalents were held by foreign subsidiaries. As part of our business strategies, we have determined that the undistributed historical earnings of our foreign operations for which we have not already recorded taxes will be deemed indefinitely reinvested outside of the United States.

Current wording

We earn a significant portion of our income from subsidiaries located in countries outside the United States. As of March 31, 2026, $147.9 million of our total $157.4 million of cash and cash equivalents were held by foreign subsidiaries. As of December 31, 2025, $130.4 million of our total $146.7 million of cash and cash equivalents were held by foreign subsidiaries. As part of our business strategies, we have determined that the undistributed historical earnings of our foreign operations for which we have not already recorded taxes will be deemed indefinitely reinvested outside of the United States.

Previous wording

As of September 30, 2025, our debt obligations consisted of lines of credit and short-term borrowing arrangements of subsidiaries and notes payable, which totaled $41.5 million. In addition, our finance lease obligations and sale-leaseback financings were $60.9 million.

Current wording

As of March 31, 2026, our debt obligations consisted of lines of credit and short-term borrowing arrangements of subsidiaries and notes payable, which totaled $63.9 million. In addition, our finance lease obligations were $78.2 million.

Previous wording

The Amended Credit Agreement provides, solely with respect to the revolving credit facility, that the Company shall not permit its Consolidated Senior Secured Debt to Consolidated EBITDA ratio, as defined in the Amended Credit Agreement, to exceed 3 as of the last day of each quarter commencing with the quarter ending December 31, 2019 and thereafter. The Amended Credit Agreement also provides that if less than 25% of the revolving credit facility is utilized as of that date, then such financial covenant shall not apply. As of September 30, 2025, this condition was satisfied and, therefore, we were not subject to the leverage ratio. In addition, indebtedness at some of our locations contain financial maintenance covenants. We were in compliance with those covenants as of September 30, 2025.

Current wording

The Amended Credit Agreement provides, solely with respect to the Revolving Credit Facility, that the Company shall not permit its Consolidated Senior Secured Debt to Consolidated EBITDA ratio, as defined in the Amended Credit Agreement, to exceed 3 as of the last day of each quarter commencing with the quarter ending December 31, 2019 and thereafter. The Amended Credit Agreement also provides that if less than 25% of the Revolving Credit Facility is utilized as of that date, then such financial covenant shall not apply. As of March 31, 2026, more than 25% of the Revolving Credit Facility was utilized, and we were in compliance with the leverage ratio covenant. In addition, indebtedness at some of our locations contain financial maintenance covenants. We were in compliance with those covenants as of March 31, 2026.

Previous wording

We conduct a significant portion of our operations from leased facilities, including many of our higher education facilities and other office locations. As of September 30, 2025 and December 31, 2024, the present value of operating lease liabilities was $337.4 million and $327.1 million, respectively.

Current wording

We conduct a significant portion of our operations from leased facilities, including many of our higher education facilities and other office locations. As of March 31, 2026 and December 31, 2025, the present value of operating lease liabilities was $506.9 million and $387.8 million, respectively.

Previous wording

Our total capital expenditures, excluding receipts from the sale of subsidiaries and property and equipment, were $36.1 million and $34.6 million during the nine months ended September 30, 2025 and 2024, respectively. The increase in capital expenditures was driven by equipment purchases and campus improvements in Mexico during the 2025 fiscal period, partially offset by the year-over-year effect of the purchase of a parcel of land for a new campus in Peru during the 2024 fiscal period.

Current wording

Our total capital expenditures, excluding receipts from the sale of subsidiaries and property and equipment, were $8.3 million and $4.6 million during the three months ended March 31, 2026 and 2025, respectively. The increase in capital expenditures was driven by higher equipment purchases in Mexico during the 2026 fiscal quarter compared to the 2025 fiscal quarter.

Previous wording

On September 13, 2024, the Company announced that its Board of Directors had approved a stock repurchase program to acquire up to $100 million of the Company’s common stock. The Company’s repurchases may be made from time to time on the open market at prevailing market prices, in privately negotiated transactions, in block trades and/or through other legally permissible means, depending on market conditions and in accordance with applicable rules and regulations promulgated under the Exchange Act. Repurchases may also be effected pursuant to a trading plan adopted in accordance with Rule 10b5-1 of the Exchange Act. The Company’s Board of Directors will review the share repurchase program periodically and may authorize adjustment of its terms and size or suspend or discontinue the program. As of September 30, 2025, the approximate dollar value of shares yet to be repurchased under this stock repurchase program was $27.4 million. On October 30, 2025, the Company announced that its Board of Directors had approved a $150.0 million increase to the existing authorization for the Company’s stock repurchase program, increasing the dollar value of shares yet to be repurchased under this stock repurchase program, which has no expiration date, to approximately $177.4 million. The Company intends to finance the repurchases with free cash flow, excess cash and liquidity and liquidity on-hand, including available capacity under its Revolving Credit Facility, or a combination thereof.

Current wording

The Company intends to finance the repurchases with free cash flow, excess cash and liquidity on-hand, including available capacity under its Revolving Credit Facility. The Company’s proposed repurchases may be made from time to time on the open market at prevailing market prices, in privately negotiated transactions, in block trades and/or through other legally permissible means, depending on market conditions and in accordance with applicable rules and regulations promulgated under the Exchange Act. Repurchases may be effected pursuant to a trading plan adopted in accordance with Rule 10b5-1 of the Exchange Act. The Company’s Board of Directors will review the share repurchase program periodically and may authorize adjustment of its terms and size or suspend or discontinue the program.

Previous wording

The following table summarizes our cash flows from operating, investing, and financing activities for the nine months ended September 30, 2025 and 2024:

Current wording

The following table summarizes our cash flows from operating, investing, and financing activities for the three months ended March 31, 2026 and 2025:

Previous wording

Comparison of Cash Flows for the Nine Months Ended September 30, 2025 to the Nine Months Ended September 30, 2024

Current wording

Comparison of Cash Flows for the Three Months Ended March 31, 2026 to the Three Months Ended March 31, 2025

Previous wording

Cash provided by operating activities increased by $80.8 million to $272.8 million for the 2025 fiscal period from $192.0 million for the 2024 fiscal period. This increase in operating cash flows was attributable to: (1) the net effect of changes in operating assets and liabilities as well as higher operating income, which increased operating cash by $45.7 million compared to the 2024 fiscal period; (2) lower cash paid for taxes of $29.0 million, from $130.6 million for the 2024 fiscal period to $101.6 million for the 2025 fiscal period, primarily related to taxes paid during the 2024 fiscal period as a result of the distribution of certain intercompany loans; and (3) lower cash paid for interest of $6.1 million, from $13.1 million for the 2024 fiscal period to $7.0 million for the 2025 fiscal period, mostly due to lower average debt balances.

Current wording

Cash provided by operating activities increased by $4.1 million to $61.9 million for the 2026 fiscal quarter from $57.8 million for the 2025 fiscal quarter. This increase in operating cash flows was primarily attributable to the net effect of changes in operating assets and liabilities, which increased operating cash by $14.0 million compared to the 2025 fiscal quarter. This increase was partially offset by higher cash paid for taxes in Mexico and Peru of $9.6 million, from $18.5 million for the 2025 fiscal quarter to $28.1 million for the 2026 fiscal quarter, due to an increase in the taxes that were payable during the 2026 fiscal quarter upon filing the 2025 annual tax returns, as compared to the taxes that were payable during the 2025 fiscal quarter upon filing the 2024 annual tax returns, attributable to an increase in year-over-year taxable income for tax year 2025 compared to tax year 2024. In addition, there was an increase in cash paid for interest of $0.3 million, from $2.0 million for the 2025 fiscal quarter to $2.3 million for the 2026 fiscal quarter, due to higher average debt balances.

Previous wording

Cash used in financing activities decreased by $14.8 million to $(96.9) million for the 2025 fiscal period from $(111.7) million for the 2024 fiscal period. This decrease in financing cash outflows was primarily attributable to a $28.4 million decrease in common stock repurchases during the 2025 fiscal period compared to the 2024 fiscal period. This change was partially offset by $14.2 million of higher net payments on long-term debt during the 2025 fiscal period compared to the 2024 fiscal period. Other items accounted for the remaining difference of $0.6 million.

Current wording

Cash used in financing activities increased by $6.7 million to $(41.3) million for the 2026 fiscal quarter from $(34.6) million for the 2025 fiscal quarter. This increase in financing cash outflows was primarily attributable to a $68.7 million increase in common stock repurchases during the 2026 fiscal quarter compared to the 2025 fiscal quarter. This change was partially offset by $63.9 million of higher net proceeds from debt borrowings on the Revolving Credit Facility to partially fund the Company’s share repurchases during the 2026 fiscal quarter. Other items accounted for the remaining difference of $1.9 million.

Previous wording

The preparation of the consolidated financial statements in conformity with GAAP requires our management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses, and the related disclosure of contingent assets and liabilities. Actual results could differ from these estimates. Our significant accounting policies are discussed in Note 2, Significant Accounting Policies, of the audited consolidated financial statements included in our 2024 Form 10-K. Our critical accounting policies require the most significant judgments and estimates about the effect of matters that are inherently uncertain. As a result, these accounting policies and estimates could materially affect our financial statements and are critical to the understanding of our results of operations and financial condition. For a complete discussion of our critical accounting policies, see the “Critical Accounting Policies and Estimates” section of the MD&A in our 2024 Form 10-K. During the nine months ended September 30, 2025, there were no significant changes to our critical accounting policies.

Current wording

The preparation of the consolidated financial statements in conformity with GAAP requires our management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses, and the related disclosure of contingent assets and liabilities. Actual results could differ from these estimates. Our significant accounting policies are discussed in Note 2, Significant Accounting Policies, of the audited consolidated financial statements included in our 2025 Form 10-K. Our critical accounting policies require the most significant judgments and estimates about the effect of matters that are inherently uncertain. As a result, these accounting policies and estimates could materially affect our financial statements and are critical to the understanding of our results of operations and financial condition. For a complete discussion of our critical accounting policies, see the “Critical Accounting Policies and Estimates” section of the MD&A in our 2025 Form 10-K. During the three months ended March 31, 2026, there were no significant changes to our critical accounting policies.
Rearranged current paragraphs (1)

Current report — wording carried from elsewhere

On September 13, 2024, the Company announced that its Board of Directors had approved a $100 million stock purchase program. On October 30, 2025, the Company announced that its Board of Directors had approved a $150 million increase to the authorization for the Company’s stock repurchase program. On February 19, 2026, the Company announced that its Board of Directors had approved an additional $150 million increase to the existing authorization for the Company’s stock repurchase program, for a total authorization of $400 million that has no fixed expiration date. As of March 31, 2026, the Company had $75.8 million of capacity remaining under its stock repurchase authorization.
Rearranged previous paragraphs (2)

Previous report — wording carried elsewhere

The following table presents Adjusted EBITDA and reconciles Net income to Adjusted EBITDA for the nine months ended September 30, 2025 and 2024:

Previous report — wording carried elsewhere

(a) Represents non-cash, share-based compensation expense pursuant to the provisions of ASC 718, “Stock Compensation.”