View:
July 18, 2024
Brian Meyers
Executive Vice President, Chief Financial Officer and Treasurer
Lincoln Educational Services Corporation
14 Sylvan Way, Suite A
Parsippany, NJ 07054
Re: Lincoln Educational Services Corporation
Form 10-K for the Fiscal Year Ended December 31, 2023
Form 8-K filed May 6, 2024
File No. 000-51371
Dear Brian Meyers:
We have reviewed your filing and have the following comment(s).
Please respond to this letter within ten business days by providing the
requested
information or advise us as soon as possible when you will respond. If you do
not believe a
comment applies to your facts and circumstances, please tell us why in your
response.
After reviewing your response to this letter, we may have additional
comments.
Form 8-K filed May 6, 2024
Exhibit 99.1 - Press Release issued by Lincoln Educational Services Corporation
dated May 6,
2024
First Quarter 2024 Financial Highlights, page 1
1. We note you present the non-GAAP measure adjusted EBITDA within
the bullet points
for first quarter 2024 financial highlights. When presenting a non-GAAP
measure, please
also present the most directly comparable GAAP measure with equal or
greater
prominence. Refer to Question 102.10 of the Non-GAAP Financial Measures
Compliance
and Disclosure Interpretations.
Reconciliation of Non-GAAP Financial Measures, page 6
2. We note your Adjusted EBITDA and Adjusted Net Income non-GAAP measures
include
an adjustment of $450,000 which appears to represent the non-cash rent
expense resulting
from the free rent period at your Nashville, Tennessee property.
This adjustment
appears to have the effect of reversing some of the accounting effects
of the sale and
lease-back transaction. Please tell us whether you consider this
adjustment an individually
July 18, 2024
Page 2
tailored accounting principle, and if so, please modify your future
disclosure accordingly.
Refer to Question 100.04 of the Non-GAAP Financial Measures Compliance
and
Disclosure Interpretations.
We remind you that the company and its management are responsible for
the accuracy
and adequacy of their disclosures, notwithstanding any review, comments, action
or absence of
action by the staff.
Please contact James Giugliano at 202-551-3319 or Adam Phippen at
202-551-3336 if
you have questions regarding comments on the financial statements and related
matters.
Sincerely,
Division of
Corporation Finance
Office of Trade &
Services