Adtalem to Acquire Walden University From Laureate Education, Creating a National Leader in Healthcare Education
Acquisition is pivotal next step in Adtalem’s transformation to a leading workforce solutions provider with substantial scale in the rapidly growing healthcare industry
Adtalem, a leading workforce solutions provider, announced it has entered into a definitive agreement to acquire Walden University, a leading online healthcare education provider, from Laureate Education, Inc. for $1.48 billion in cash. With the addition of Walden, Adtalem will become the premier national healthcare educator, providing comprehensive workforce solutions to employers through proven learning modalities with superior academic outcomes.
“During my tenure as CEO, we have worked to focus Adtalem’s portfolio and to divest those businesses that were not aligned with our long-term growth strategy. The acquisition of Walden University is a pivotal step in Adtalem’s transformation to a workforce solutions provider, solving increasingly complex talent supply challenges for healthcare providers,” said Lisa Wardell, chairman and CEO of Adtalem. “With a wide breadth of online, on-campus and hybrid healthcare program offerings, this acquisition will significantly expand our national healthcare education footprint and will further enable us to reimagine the future of healthcare education at a time when global health has never been a greater priority. Importantly, this compelling transaction also builds on our commitment to providing greater access to education, particularly for students of diverse backgrounds and those from underrepresented demographics.”
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The Next Step in Adtalem’s Transformation
With Walden, Adtalem becomes an even more strategically focused business with significant scale in healthcare, an industry with extremely attractive short-term and long-term tailwinds. By adding Walden to its existing healthcare portfolio – which includes American University of the Caribbean School of Medicine, Chamberlain University, Ross University School of Medicine, and Ross University School of Veterinary Medicine – Adtalem is better positioned to increase the talent supply to address the rapidly growing and unmet demand for healthcare professionals in the U.S. and globally.
Walden’s program offerings and technology, its strong online capabilities, and its focus on diversifying the healthcare workforce are complementary with Adtalem’s existing strengths as a leading healthcare workforce solutions provider and long track record of providing superior outcomes for students.
Driving More Access to High-Quality Education for Underserved Students
With Walden, Adtalem will have an even greater ability to broaden access to high-quality education for students through an unmatched depth and breadth of online, on-campus and hybrid educational offerings and clinical partnerships. Through the acquisition, Adtalem will also gain additional capabilities in multiple learning modalities which have become increasingly important since the onset of the global pandemic. Adtalem believes this enhanced ability to expand access and broaden student offerings will better enable employer partners to solve complex challenges at scale.
The combined organization will have 26 campuses across 15 states and four countries, 6,100 dedicated faculty members, and more than 90,000 students with 34% African American enrollees. The combined organization will rank number one for total undergraduate and graduate nursing enrollment in the U.S. and be the world’s top provider of MDs, PhDs and nursing degrees to African Americans.
Walden students will also benefit from Adtalem’s innovative offerings and long-track record of superior student outcomes, including high employment rates for graduates and medical residency attainment.
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Compelling Financial Platform with Long-term Value Creation Opportunities
Stephen Beard, COO of Adtalem said, “We are excited to add an attractive and strategically aligned asset to our solution set that will create a more flexible and nimble organization with increased scale, enhanced capabilities and greater social impact. We believe this transaction will create significant shareholder value as it is not only expected to be accretive to earnings but also to generate ROIC above Adtalem’s estimated cost of capital.”
The acquisition is expected to provide significant potential for growth and margin expansion through new and expanded offerings as well as revenue and cost synergies. These financial benefits are expected to lead to substantial gross margin and EBITDA margin expansion, and robust cash flow generation to invest in its offerings while paying down debt.
Adtalem expects to generate significant upside to revenue by providing new and complementary educational offerings, increased student acquisition and retention capabilities as well as enhanced scale and coverage that will allow for new and more robust partnerships with large-sized employer partners in the healthcare sector.
The purchase price represents a compelling, pre-synergy adjusted EBITDA multiple of 8.4x, and the transaction is expected to contribute significantly to Adtalem’s free cash flow and earnings per share, generating $60 million in incremental free cash flow excluding special items in year one and adding $0.75 in earnings per share from continuing operations excluding special items in year two as synergies begin to offset the dilutive effect of purchase price accounting. Adtalem expects to generate annual cost savings of approximately $60 million driven by increased efficiencies in marketing spend and back office operations. Approximately $30 million of these cost savings are anticipated within 12 months of closing and the remainder within 24 months of closing.
Additionally, Adtalem expects that this acquisition will generate between 10% and 12% ROIC beginning in year one, significantly exceeding the company’s current WACC of approximately 8%.
Adtalem expects to fund the cash consideration through a combination of cash from its balance sheet and committed debt financing. Adtalem expects to realize the full potential of the transaction while maintaining a strong balance sheet.
Closing Details & Advisors
The transaction is expected to close in the first quarter of fiscal year 2022, subject to regulatory approvals and other customary closing conditions.
Morgan Stanley & Co. LLC is acting as Adtalem’s financial advisor and committed financing is being led by Morgan Stanley Senior Funding Inc. Covington & Burling LLP is providing legal counsel.
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