Covista Inc. (NYSE: CVSA) lifts 2026 EPS to $7.04 and launches new strategy

Q: What were Covista (CVSA)’s fourth-quarter 2026 revenue and enrollment trends?

In Q4 2026, Covista generated $501,382 (in thousands) of revenue, a 9.7% year-over-year increase. Total Q4 enrollment rose 8.4% , reflecting broad-based volume growth across its healthcare education institutions.

Q: How did Covista (CVSA)’s segments Chamberlain, Walden, and Medical & Veterinary perform in 2026?

For fiscal 2026, Chamberlain revenue grew 3.4% to $750,212 (in thousands). Walden revenue rose 16.1% to $804,933 (in thousands). Medical and Veterinary revenue increased 8.1% to $398,940 (in thousands), with students up 7.3%.

Q: What were Covista (CVSA)’s 2026 cash flow and leverage metrics?

Covista generated $470,796 (in thousands) of net cash from operating activities from continuing operations in fiscal 2026. Total long-term debt principal was $673,000 (in thousands), cash and equivalents $406,316 (in thousands), net debt $266,684 (in thousands), and net leverage 0.5x .

Q: What were Covista (CVSA)’s 2026 adjusted EPS and adjusted EBITDA results?

Adjusted EPS for fiscal 2026 was $8.25 , up 23.7% from $6.67. Adjusted EBITDA was $521,736 (in thousands) , a 13.5% increase from $459,705 (in thousands), highlighting higher earnings after adjusting for specified items.

Q: What strategic initiatives did Covista (CVSA) highlight with these results?

Covista reported completing its three-year Growth with Purpose strategy, stating it exceeded fiscal 2026 and long-term financial targets. It is now starting its Purpose at Scale strategy and has initiated fiscal year 2027 guidance focused on sustainable, profitable growth.

Filing Impact

(Moderate)

Filing Sentiment

(Neutral)

Form Type

8-K

Rhea-AI Filing Summary

Covista Inc. reported higher fourth-quarter and fiscal 2026 results for the year ended June 30, 2026, and stated it exceeded its fiscal 2026 and long-term financial targets while completing its three-year Growth with Purpose strategy. Full-year revenue from continuing operations was $1,954,085 (in thousands), up 9.3% year over year, with Q4 revenue of $501,382 (in thousands), up 9.7%, and total Q4 enrollment up 8.4%.

Net income was $251,566 (in thousands) and diluted EPS was $7.04. Adjusted EPS was $8.25, a 23.7% increase from $6.67. Adjusted EBITDA rose to $521,736 (in thousands), a 13.5% increase. Net cash provided by operating activities from continuing operations reached $470,796 (in thousands). Net leverage was 0.5x, based on net debt of $266,684 (in thousands).

By segment, Chamberlain grew revenue 3.4% for the year, Walden 16.1%, and Medical and Veterinary 8.1%. Walden’s total students increased 14.0%, and Medical and Veterinary students grew 7.3%. Chamberlain’s full-year operating income declined 6.5%. Covista launched its next strategy phase, Purpose at Scale, and initiated fiscal 2027 guidance.

Positive

Adjusted EPS rose 23.7% year over year to $8.25 from $6.67, indicating significantly higher earnings on a per-share basis after adjusting for special items.
Revenue from continuing operations grew 9.3% year over year to $1,954,085 (in thousands), with Q4 revenue up 9.7% and total Q4 enrollment up 8.4%.
Adjusted EBITDA increased 13.5% to $521,736 (in thousands), and net leverage was only 0.5x on net debt of $266,684 (in thousands), reflecting substantial capacity versus earnings.
Walden delivered strong segment growth, with fiscal 2026 revenue up 16.1% to $804,933 (in thousands) and adjusted operating income up 30.6%, while students increased 14.0%.

Negative

None.

Filing Explained

At June 30, 2026, Covista reported $406,316 thousand of cash against $673,000 thousand of debt after $239,866 thousand in stock repurchases.

Covista furnished an August 6 Form 8-K reporting completed fiscal 2026 results and fiscal 2027 guidance; at June 30, 2026, the reported balance sheet showed $406,316 thousand of cash and cash equivalents and $673,000 thousand of total long-term debt principal.

Form 8-K reports specified material events, and this filing uses Item 2.02 for results of operations and financial condition. The results and attached release were furnished rather than treated as filed under Section 18 of the Exchange Act.

During fiscal 2026, Covista borrowed $1,007,450 thousand, repaid $895,283 thousand of long-term debt, and repurchased $239,866 thousand of common stock; these are reported completed cash flows, while the balance-sheet figures describe the company’s position at year-end.

8-K Event Classification

2 items: 2.02, 9.01

2 items

Item 2.02 Results of Operations and Financial Condition Financial

Disclosure of earnings results, typically an earnings press release or preliminary financials.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, and exhibit attachments filed with this report.

Key Figures

Revenue from continuing operations: $1,954,085 (in thousands) Net income: $251,566 (in thousands) Diluted EPS (GAAP): $7.04 +5 more

8 metrics

Revenue from continuing operations $1,954,085 (in thousands) Fiscal year ended June 30, 2026; up 9.3% year over year

Net income $251,566 (in thousands) Fiscal year ended June 30, 2026

Diluted EPS (GAAP) $7.04 Fiscal year ended June 30, 2026; total diluted earnings per share

Adjusted EPS (non-GAAP) $8.25 Fiscal year ended June 30, 2026; 23.7% growth from $6.67

Adjusted EBITDA $521,736 (in thousands) Fiscal year ended June 30, 2026; up 13.5% from $459,705 (in thousands)

Net cash from operating activities-continuing operations $470,796 (in thousands) Fiscal year ended June 30, 2026

Net debt $266,684 (in thousands) June 30, 2026; total long-term debt principal minus cash and cash equivalents

Net leverage 0.5x June 30, 2026; net debt divided by adjusted EBITDA

Key Terms

Adjusted EBITDA, Free cash flow, Net leverage, Discontinued operations, +1 more

5 terms

Adjusted EBITDA financial

"Adjusted EBITDA (most comparable GAAP measure: net income) – Measure of Covista’s net income adjusted"

Adjusted EBITDA is a way companies measure how much money they make from their core operations, like running a business, by removing certain costs or income that aren’t part of regular business activities. It helps investors see how well a company is doing without distractions from unusual expenses or gains, making it easier to compare companies or track performance over time.

Free cash flow financial

"Free cash flow (most comparable GAAP measure: net cash provided by operating activities-continuing operations)"

Free cash flow is the amount of money a company has left over after paying all its expenses and investing in its business, like buying equipment or updating facilities. It shows how much cash is available to reward shareholders, pay down debt, or save for future growth. This helps investors understand if a company is financially healthy and able to grow.

Net leverage financial

"Net leverage – Defined as net debt divided by adjusted EBITDA."

Net leverage measures how many years it would take for a company to pay off its outstanding debt using its annual operating cash flow, after subtracting cash on hand from total debt. Think of it like a household’s mortgage balance minus savings divided by yearly income; a lower number means the company is in a safer position to handle debt, while a higher number signals greater financial risk and potential pressure on profits or growth.

Discontinued operations financial

"(Loss) income from discontinued operations before income taxes"

Discontinued operations are parts of a company that it has decided to sell or shut down, and no longer plans to run in the future. This matters to investors because it helps them understand which parts of the business are ongoing and which are being phased out, providing a clearer picture of the company’s current performance and future prospects. Think of it like a store closing a department—it no longer contributes to sales or profits.

Restructuring expense financial

"Restructuring expense | 1,101 | 388 | 6,329 | 3,314"

Restructuring expense are one-time costs a company incurs when it reorganizes its operations, such as layoffs, closing facilities, contract termination fees, or moving equipment—think of it like paying to remodel a house to change its layout. Investors care because these charges reduce reported profits in the short term but can signal efforts to cut future costs or, conversely, deeper business problems if they happen repeatedly.

Earnings Snapshot

Revenue from continuing operations: $1,954,085 (in thousands) · Guidance included

Fiscal year ended June 30, 2026

Revenue from continuing operations $1,954,085 (in thousands) up 9.3% year over year

Adjusted EPS $8.25 growth of 23.7% year over year from $6.67

Adjusted EBITDA $521,736 (in thousands) up 13.5% year over year from $459,705 (in thousands)

Guidance

Guidance for fiscal year 2027 was initiated.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Understanding 8-K Material Events →

Available on EDGAR 08/06/2026 - 04:20 PM Accepted by SEC EDGAR 08/06/2026 - 04:19 PM

FAQ

How did Covista (CVSA) perform financially in fiscal year 2026?

Covista’s fiscal 2026 revenue from continuing operations was $1,954,085 (in thousands), up 9.3% year over year, and net income was $251,566 (in thousands). Diluted EPS was $7.04, while adjusted EPS was $8.25, a 23.7% increase from $6.67.

What were Covista (CVSA)’s fourth-quarter 2026 revenue and enrollment trends?

In Q4 2026, Covista generated $501,382 (in thousands) of revenue, a 9.7% year-over-year increase. Total Q4 enrollment rose 8.4%, reflecting broad-based volume growth across its healthcare education institutions.

How did Covista (CVSA)’s segments Chamberlain, Walden, and Medical & Veterinary perform in 2026?

For fiscal 2026, Chamberlain revenue grew 3.4% to $750,212 (in thousands). Walden revenue rose 16.1% to $804,933 (in thousands). Medical and Veterinary revenue increased 8.1% to $398,940 (in thousands), with students up 7.3%.

What were Covista (CVSA)’s 2026 cash flow and leverage metrics?

Covista generated $470,796 (in thousands) of net cash from operating activities from continuing operations in fiscal 2026. Total long-term debt principal was $673,000 (in thousands), cash and equivalents $406,316 (in thousands), net debt $266,684 (in thousands), and net leverage 0.5x.

What were Covista (CVSA)’s 2026 adjusted EPS and adjusted EBITDA results?

Adjusted EPS for fiscal 2026 was $8.25, up 23.7% from $6.67. Adjusted EBITDA was $521,736 (in thousands), a 13.5% increase from $459,705 (in thousands), highlighting higher earnings after adjusting for specified items.

What strategic initiatives did Covista (CVSA) highlight with these results?

Covista reported completing its three-year Growth with Purpose strategy, stating it exceeded fiscal 2026 and long-term financial targets. It is now starting its Purpose at Scale strategy and has initiated fiscal year 2027 guidance focused on sustainable, profitable growth.

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): August 6, 2026

Covista Inc.

(Exact name of registrant as specified in its charter)


Delaware	001-13988	36-3150143
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

233 South Wacker Drive Chicago, IL		60606
(Address of principal executive offices)		(Zip Code)

(312) (651-1400)

(Registrant’s telephone number, including area code)

N/A

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:


Title of each class		Trading Symbol		Name of each exchange on which registered
Common Stock $0.01 Par Value		CVSA		New York Stock Exchange
Common Stock $0.01 Par Value		CVSA		NYSE Texas

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 2.02 Results of Operations and Financial Condition

On August 6, 2026, Covista Inc. (“Covista”) issued a press release announcing its fourth quarter and full year fiscal 2026 academic, operating and financial results. The press release is attached hereto as Exhibit 99.1 to this Form 8-K and is incorporated herein by reference.

The information furnished pursuant to this Item 2.02, including Exhibit 99.1 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities under that Section and shall not be deemed to be incorporated by reference into any filing of Covista under the Securities Act of 1933, as amended, or the Exchange Act.

Cautionary Disclosure Regarding Forward-Looking Statements

Certain statements contained in this Form 8-K and related press release are forward-looking statements as defined in the Private Securities Litigation Reform Act of 1995. Forward-looking statements provide current expectations of future events based on certain assumptions and include any statement that does not directly relate to any historical or current fact, which includes statements regarding Covista’s future growth. Forward-looking statements generally can be identified by the use of forward-looking terminology such as “future,” “believe,” “project,” “expect,” “anticipate,” “estimate,” “plan,” “intend,” “may,” “will,” “would,” “could,” “can,” “continue,” “preliminary,” “range,” and similar terms. These forward-looking statements are subject to risk and uncertainties that could cause actual results to differ materially from those described in the statements. These risks and uncertainties include the risk factors described in Item 1A. “Risk Factors” of our most recent Annual Report on Form 10-K filed with the Securities and Exchange Commission (SEC) and our other filings with the SEC. These forward-looking statements are based on information available to us as of the date any such statements are made, and Covista assumes no obligation to publicly update or revise its forward-looking statements even if experience or future changes make it clear that any projected results expressed or implied therein will not be realized, except as required by law.

Item 9.01 Financial Statements and Exhibits


99.1		Press Release of Covista Inc., dated August 6, 2026.
104		Cover Page Interactive Data File (formatted in Inline XBRL and included as Exhibit 101)

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	Covista Inc.

	By:	/s/ Robert J. Phelan
		Robert J. Phelan
		Senior Vice President and Chief Financial Officer (Principal Financial Officer)

Date: August 6, 2026

Exhibit 99.1

Investor Contact: Jeremy Cohen

Investor.Relations@Covista.com

+1 312-906-6600

Media Contact: Maureen Bender

CovistaMedia@Covista.com

+1 313-319-4732

Covista Announces Fiscal Year 2026 Results, Exceeds Financial Guidance;

Initiates Fiscal Year 2027 Guidance

Total Q4 enrollment up 8.4% and revenue up 9.7% YoY

Chamberlain accelerates total enrollment growth to 1.6%

Revenue up 9.3% YoY for fiscal year 2026

Fiscal year 2026 diluted earnings per share $7.04; Adjusted EPS $8.25, growth of 23.7% YoY

Fourth quarter highlights

●

GAAP diluted earnings per share $2.06; adjusted EPS $2.09, up 25.9% year-over-year

●

Total student enrollment 99,472, up 8.4% year-over-year, achieved 12^th straight quarter of growth

●

Revenue $501.4 million, up 9.7% year-over-year

●

Chamberlain University accelerated total enrollment growth, and achieved 16^th straight quarter of pre-licensure BSN total enrollment growth

●

Walden University achieved 12^th straight quarter of total enrollment growth, up 14.0% year-over-year, highest total enrollment in university history

●

Medical and Veterinary delivered total enrollment growth of 7.3% year-over-year

●

GAAP net income $71.7 million; adjusted EBITDA $126.9 million, up 15.2% year-over-year

Fiscal year highlights

●

Revenue $1,954.1 million, up 9.3% year-over-year

●

Chamberlain University resumed total enrollment growth in second half, and announced two major employer collaborations with leading health systems to address critical healthcare workforce needs

●

Walden University total enrollment up double digits every quarter, delivered the highest total enrollment in university history

●

Medical and Veterinary enrolled approximately 5,250 students on average, up 4.5% year-over-year

●

GAAP net income $251.6 million; adjusted EBITDA $521.7 million, up 13.5% year-over-year

Fiscal year capital allocation

●

Repurchased $238 million of shares and repaid $50 million of outstanding Term Loan B debt

●

Successfully refinanced outstanding debt and increased revolving credit capacity, with extended maturities and attractive rates

●

Net leverage of 0.5x as of June 30, 2026

Fiscal year 2027 guidance

●

Revenue in the range of $2,050 million to $2,090 million, or approximately 5% to 7% growth year-over-year

●

Adjusted earnings per share in the range of $8.90 to $9.15, or approximately 8% to 11% growth year-over-year

CHICAGO – August 6, 2026 – Covista Inc. (NYSE: CVSA), America’s largest healthcare educator, today reported fourth quarter and fiscal year 2026 results (ended June 30, 2026). The Company completed its three-year Growth with Purpose strategy and now embarks on its Purpose at Scale strategy, leading the transformation of higher education by training the next generation of healthcare professionals at an industry-leading scale.

"We completed Growth with Purpose in a position of strength, exceeding both our fiscal 2026 and long-term financial targets. The strategy produced exactly what it was designed to deliver: compounding returns built on sustained investment, deliberate positioning, and a relentless focus on student outcomes. But the results go beyond the financial. They reflect a deeper transformation and vision to be the destination where healthcare ambitions are made possible, graduating professionals who don't just fill jobs, but strengthen the communities where they serve,” said Steve Beard, Chairman and Chief Executive Officer, Covista. “We enter our next chapter, Purpose at Scale, powered by an operating model that converts durable healthcare demand into sustainable, profitable growth. Applying that discipline to a larger opportunity is how we create value for our stakeholders and help close the healthcare workforce shortage the country urgently needs solved."

Financial Highlights

Selected financial data for the three months ended June 30, 2026:

●

Revenue of $501.4 million increased 9.7% compared with the prior year

●

Operating income of $95.4 million, compared with $76.9 million in the prior year;
adjusted operating income of $100.9 million, compared with $87.5 million in the prior year

●

Net income of $71.7 million, compared with $54.2 million in the prior year;
adjusted net income of $72.8 million, compared with $62.4 million in the prior year

●

Diluted earnings per share of $2.06, compared with $1.44 in the prior year;
adjusted earnings per share of $2.09, compared with $1.66 in the prior year

●

Adjusted EBITDA of $126.9 million, compared with $110.2 million in the prior year;
adjusted EBITDA margin of 25.3%, compared with 24.1% in the prior year

Selected financial data for the fiscal year ended June 30, 2026:

●

Revenue of $1,954.1 million increased 9.3% compared with the prior year

●

Operating income of $383.4 million, compared with $341.5 million in the prior year;
adjusted operating income of $419.5 million, compared with $370.2 million in the prior year

●

Net income of $251.6 million, compared with $237.1 million in the prior year;
adjusted net income of $294.7 million, compared with $255.6 million in the prior year

●

Diluted earnings per share of $7.04, compared with $6.18 in the prior year;
adjusted earnings per share of $8.25, compared with $6.67 in the prior year

●

Adjusted EBITDA of $521.7 million, compared with $459.7 million in the prior year;
adjusted EBITDA margin of 26.7%, compared with 25.7% in the prior year

Business Highlights

●

Covista and Advocate Health, the third-largest nonprofit integrated health system in the United States, launched a strategic nursing collaboration that creates a clear, financially supported pathway

into the nursing profession. Delivered through Chamberlain University, the new collaboration expands access to nursing education and builds a direct pipeline of practice-ready nurses across the communities Advocate Health serves.

●

Chamberlain University continues to make progress with its campus expansion strategy, announcing it will open two new campuses, in Cincinnati and Salt Lake City, which are expected to start classes during the first half of fiscal year 2027.

●

Walden University continues to expand student program offerings; programs launched heading into the 2026 academic year have enrolled more than 1,700 students. Subsequent to the quarter, Walden began enrolling students in four new programs and submitted two additional behavioral health programs for regulatory approval.

●

Covista’s Medical and Veterinary schools (American University of the Caribbean School of Medicine, Ross University School of Medicine and Ross University School of Veterinary Medicine) graduated more than 1,100 students in fiscal year 2026. Medical students from 46 states and 28 countries and veterinary students from 42 states and 8 countries were amongst the graduating class.¹

●

In partnership with Google Cloud, Covista added nine new AI professional certificates during the fourth quarter—including AI applications in veterinary medicine, mental health, and public health, amongst others. In total, Covista has made 12 credentials available to active students, alumni and healthcare professionals, enrolling more than 9,000 learners to date, underscoring how urgently the health professions are seeking AI fluency.

●

Covista has been recognized with multiple national awards honoring the company's workplace culture, employee experience, and commitment to corporate responsibility, including the Forbes list of America’s Best Employers for New Grads 2026 and the 2026-2027 Best Company to Work For - Midwest by U.S. News & World Report.

Segment Highlights

Chamberlain


	Three Months Ended			Year Ended
$ in millions	June 30,			June 30,
	2026	2025	% Change	2026	2025	% Change
Revenue	$190.2	$184.3	3.2%	$750.2	$725.8	3.4%
Operating Income	$36.3	$35.7	1.6%	$141.6	$151.5	(6.5)%
Adj. Operating Income	$36.3	$35.7	1.6%	$143.6	$153.4	(6.3)%
Adj. EBITDA	$46.8	$45.0	3.8%	$185.5	$191.4	(3.1)%
Total Students ⁽²⁾	39,501	38,891	1.6%

●

Total student enrollment increased 1.6% compared with the prior year, driven by growth in pre-licensure nursing.

Walden


	Three Months Ended			Year Ended
$ in millions	June 30,			June 30,
	2026	2025	% Change	2026	2025	% Change
Revenue	$210.8	$182.2	15.7%	$804.9	$693.4	16.1%
Operating Income	$59.8	$44.0	35.9%	$227.8	$177.9	28.0%
Adj. Operating Income	$62.8	$46.8	34.3%	$239.7	$183.6	30.6%
Adj. EBITDA	$69.7	$52.7	32.3%	$268.0	$206.5	29.8%
Total Students ⁽²⁾	54,851	48,116	14.0%

●

Total student enrollment increased 14.0% compared with the prior year, driven by growth in healthcare and non-healthcare programs.

Medical and Veterinary


	Three Months Ended			Year Ended
$ in millions	June 30,			June 30,
	2026	2025	% Change	2026	2025	% Change
Revenue	$100.3	$90.6	10.7%	$398.9	$369.1	8.1%
Operating Income	$16.7	$14.9	12.1%	$79.1	$68.8	15.0%
Adj. Operating Income	$16.7	$15.1	10.4%	$80.0	$69.3	15.5%
Adj. EBITDA	$22.5	$20.0	12.3%	$102.8	$88.8	15.7%
Total Students ⁽²⁾	5,120	4,773	7.3%

●

Total student enrollment increased 7.3% compared with the prior year, driven by growth in both medical and veterinary.

Fiscal Year 2027 Outlook

Covista initiates guidance for fiscal year 2027, including:

●

Revenue in the range of $2,050 million to $2,090 million, or approximately 5% to 7% growth year-over-year.

●

Adjusted earnings per share in the range of $8.90 to $9.15, or approximately 8% to 11% growth year-over-year.

“We are entering the first year of Purpose at Scale with enhanced momentum, reflecting our strong finish to fiscal year 2026. The overall financial performance trajectory allows us to provide compelling guidance for fiscal year 2027. Taken together, we are tracking ahead of where we expected we would be with regard to our long-term targets,” said Beard.

Conference Call and Webcast Information

Covista will hold a conference call to discuss its fourth quarter and fiscal year 2026 results today at 4:00 p.m. CT (5:00 p.m. ET).

The call can be accessed by dialing +1 877-407-6184 (U.S. participants) or +1 201-389-0877 (international participants) and stating “Covista earnings call” or by using conference ID:13761006. The call will be simulcast through the Covista investor relations website at: https://investors.covista.com.

Covista will archive a replay of the call for 30 days. To access the replay, dial +1 877-660-6853 (U.S.) or +1 201-612-7415 (international), conference ID: 13761006, or visit the Covista investor relations website.

About Covista

Covista (NYSE: CVSA) is America's largest healthcare educator, serving 100,000 students and supported by a community of 400,000 alumni across five accredited institutions. Through personalized, tech-enabled education powered by 10,000 faculty and colleagues, Covista expands access to healthcare careers and addresses the U.S. healthcare workforce shortage at scale. Covista is the parent company of American University of the Caribbean School of Medicine, Chamberlain University, Ross University School of Medicine, Ross University School of Veterinary Medicine and Walden University. For more information, visit Covista.com and follow us on LinkedIn, Instagram and YouTube.

Cautionary Disclosure Regarding Forward-Looking Statements

Certain statements contained in this release are forward-looking statements as defined in the Private Securities Litigation Reform Act of 1995. Forward-looking statements provide current expectations of future events based on certain assumptions and include any statement that does not directly relate to any historical or current fact, which includes statements regarding Covista’s future growth. Forward-looking statements generally can be identified by the use of forward-looking terminology such as “future,” “believe,” “project,”

“expect,” “anticipate,” “estimate,” “plan,” “intend,” “may,” “will,” “would,” “could,” “can,” “continue,” “preliminary,” “potential,” “range,” and similar terms. These forward-looking statements are subject to risk and uncertainties that could cause actual results to differ materially from those described in the statements. Important factors that could cause actual results to differ materially from the expectations expressed or implied by our forward-looking statements are disclosed in Item 1A. “Risk Factors,” of our Annual Report on Form 10-K. You should evaluate forward-looking statements in the context of these risks and uncertainties and are cautioned to not place undue reliance on such forward-looking statements. We caution you that these factors may not contain all of the factors that are important to you. We cannot assure you that we will realize the results, performance or developments we expect or anticipate or, even if substantially realized, that they will result in the consequences or affect us or our operations in the way we expect. All forward-looking statements are based on information available to us as of the date any such statements are made, and Covista assumes no obligation to publicly update or revise its forward-looking statements even if experience or future changes make it clear that any projected results expressed or implied therein will not be realized, except as required by law.

A reconciliation of non-GAAP guidance measures to corresponding GAAP measures is not available on a forward-looking basis without unreasonable effort due to the uncertainty of special items that may be incurred in the future, although these special items could be material to Covista's results in accordance with GAAP.

1.	States include the District of Columbia; countries based on student citizenship.

2.	Represents total students attending sessions during each institution’s most recent enrollment period in Q4 FY 2026 and Q4 FY 2025.

###

Covista Inc.

Consolidated Balance Sheets

(unaudited)

(in thousands)


	June 30,
	2026		2025
Assets:
Current assets:
Cash and cash equivalents	$	406,316	$	199,601
Restricted cash		1,438		1,563
Accounts and financing receivables, net		169,561		146,189
Prepaid expenses and other current assets		75,126		68,837
Total current assets		652,441		416,190
Noncurrent assets:
Property and equipment, net		302,649		256,131
Operating lease assets		204,364		191,194
Deferred income taxes		—		32,956
Intangible assets, net		754,254		765,474
Goodwill		961,262		961,262
Other assets, net		137,738		129,145
Total noncurrent assets		2,360,267		2,336,162
Total assets	$	3,012,708	$	2,752,352
Liabilities and shareholders' equity:
Current liabilities:
Accounts payable	$	124,763	$	105,017
Accrued payroll and benefits		78,669		76,374
Accrued liabilities		94,364		77,286
Deferred revenue		259,125		214,091
Current operating lease liabilities		34,799		35,159
Current portion of long-term debt		5,100		—
Total current liabilities		596,820		507,927
Noncurrent liabilities:
Long-term debt		657,750		552,669
Long-term operating lease liabilities		207,846		186,172
Deferred income taxes		61,782		31,856
Other liabilities		42,325		40,103
Total noncurrent liabilities		969,703		810,800
Total liabilities		1,566,523		1,318,727
Commitments and contingencies
Total shareholders' equity		1,446,185		1,433,625
Total liabilities and shareholders' equity	$	3,012,708	$	2,752,352

Covista Inc.

Consolidated Statements of Income

(unaudited)

(in thousands, except per share data)


		Three Months Ended						Year Ended
		June 30,						June 30,
		2026			2025			2026			2025
Revenue		$	501,382		$	457,106		$	1,954,085		$	1,788,290
Operating cost and expense:
Cost of educational services			216,749			198,930			833,660			771,430
Student services and administrative expense			188,089			180,863			730,720			672,004
Restructuring expense			1,101			388			6,329			3,314
Total operating cost and expense			405,939			380,181			1,570,709			1,446,748
Operating income			95,443			76,925			383,376			341,542
Interest expense			(9,799)			(10,853)			(45,435)			(52,318)
Other income, net			2,756			2,511			7,178			9,290
Income from continuing operations before income taxes			88,400			68,583			345,119			298,514
Provision for income taxes			(16,240)			(14,121)			(77,744)			(65,837)
Income from continuing operations			72,160			54,462			267,375			232,677
Discontinued operations:
(Loss) income from discontinued operations before income taxes			(426)			(346)			(21,236)			5,870
(Provision for) benefit from income taxes			(13)			96			5,427			(1,482)
(Loss) income from discontinued operations			(439)			(250)			(15,809)			4,388
Net income and comprehensive income		$	71,721		$	54,212		$	251,566		$	237,065

Earnings (loss) per share:
Basic:
Continuing operations		$	2.12		$	1.51		$	7.63		$	6.27
Discontinued operations		$	(0.01)		$	(0.01)		$	(0.45)		$	0.12
Total basic earnings per share		$	2.11		$	1.50		$	7.18		$	6.39
Diluted:
Continuing operations		$	2.08		$	1.45		$	7.49		$	6.07
Discontinued operations		$	(0.01)		$	(0.01)		$	(0.44)		$	0.11
Total diluted earnings per share		$	2.06		$	1.44		$	7.04		$	6.18

Weighted-average shares outstanding:
Basic shares			34,032			36,034			35,045			37,085
Diluted shares			34,763			37,584			35,715			38,334

Covista Inc.

Consolidated Statements of Cash Flows
(unaudited)

(in thousands)


	Year Ended June 30,
	2026		2025
Operating activities:
Net income	$	251,566	$	237,065
Loss (income) from discontinued operations		15,809		(4,388)
Income from continuing operations		267,375		232,677
Adjustments to reconcile net income to net cash provided by operating activities:
Stock-based compensation		41,216		41,590
Amortization and impairments to operating lease assets		27,946		32,543
Depreciation		43,850		40,702
Amortization of acquired intangible assets		11,220		11,220
Amortization and write-off of debt discount and issuance costs		7,621		5,985
Provision for credit losses		68,765		63,237
Deferred income taxes		68,352		18,413
Loss on disposals and impairments of property and equipment		743		2,527
Gain on investments		(1,720)		(1,074)
Loss on assets held for sale		—		490
Changes in assets and liabilities:
Accounts and financing receivables		(89,263)		(80,820)
Prepaid expenses and other current assets		8,423		5,546
Cloud computing implementation assets		(13,954)		(32,823)
Accounts payable		6,192		140
Accrued payroll and benefits		2,494		5,144
Accrued liabilities		(9,697)		(15,948)
Deferred revenue		50,925		34,273
Operating lease liabilities		(19,802)		(24,792)
Other assets and liabilities		110		(5,296)
Net cash provided by operating activities-continuing operations		470,796		333,734
Net cash (used in) provided by operating activities-discontinued operations		(374)		4,165
Net cash provided by operating activities		470,422		337,899
Investing activities:
Capital expenditures		(77,696)		(50,327)
Proceeds from sales of marketable securities		3,260		3,120
Purchases of marketable securities		(4,264)		(2,048)
Payment for investment in business		(5,000)		—
Proceeds from sale of assets		—		7,334
Net cash used in investing activities		(83,700)		(41,921)
Financing activities:
Proceeds from exercise of stock options		131		10,027
Employee taxes paid on withholding shares		(42,367)		(14,200)
Proceeds from stock issued under Colleague Stock Purchase Plan		1,790		1,282
Repurchases of common stock for treasury		(239,866)		(213,125)
Borrowings under long-term debt obligations		1,007,450		9,873
Repayments under long-term debt obligations		(895,283)		(109,873)
Payment of debt issuance and extinguishment costs		(11,987)		—
Net cash used in financing activities		(180,132)		(316,016)
Net increase (decrease) in cash, cash equivalents and restricted cash		206,590		(20,038)
Cash, cash equivalents and restricted cash at beginning of period		201,164		221,202
Cash, cash equivalents and restricted cash at end of period	$	407,754	$	201,164

Covista Inc.

Segment Revenue

(unaudited)

(in thousands)


		Three Months Ended											Year Ended
		June 30,											June 30,
								Increase/(Decrease)											Increase/(Decrease)
		2026			2025			$		%			2026			2025			$		%
Revenue:
Chamberlain		$	190,216		$	184,266		$	5,950	3.2	%		$	750,212		$	725,774		$	24,438	3.4	%
Walden			210,836			182,193			28,643	15.7	%			804,933			693,430			111,503	16.1	%
Medical and Veterinary			100,330			90,647			9,683	10.7	%			398,940			369,086			29,854	8.1	%
Consolidated		$	501,382		$	457,106		$	44,276	9.7	%		$	1,954,085		$	1,788,290		$	165,795	9.3	%

Covista Inc.

Non-GAAP Financial Measures and Reconciliations

We believe that certain non-GAAP financial measures provide investors with useful supplemental information regarding the underlying business trends and performance of Covista’s ongoing operations as seen through the eyes of management and are useful for period-over-period comparisons. We use these supplemental non-GAAP financial measures internally in our assessment of performance and budgeting process. However, these non-GAAP financial measures should not be considered as a substitute for, or superior to, measures of financial performance prepared in accordance with GAAP. The following are non-GAAP financial measures used in the subsequent GAAP to non-GAAP reconciliation tables:

Adjusted net income (most comparable GAAP measure: net income) – Measure of Covista’s net income adjusted for restructuring expense, amortization of acquired intangible assets, strategic advisory costs, loss on debt extinguishment, litigation reserve, asset impairments, loss on assets held for sale, debt modification costs, tax benefit due to change in unrecognized tax benefits, and loss (income) from discontinued operations.

Adjusted earnings per share (most comparable GAAP measure: diluted earnings per share) – Measure of Covista’s diluted earnings per share adjusted for restructuring expense, amortization of acquired intangible assets, strategic advisory costs, loss on debt extinguishment, litigation reserve, asset impairments, loss on assets held for sale, debt modification costs, tax benefit due to change in unrecognized tax benefits, and loss (income) from discontinued operations.

Adjusted operating income (most comparable GAAP measure: operating income) – Measure of Covista’s operating income adjusted for restructuring expense, amortization of acquired intangible assets, litigation reserve, asset impairments, strategic advisory costs, loss on assets held for sale, and debt modification costs.

Adjusted EBITDA (most comparable GAAP measure: net income) – Measure of Covista’s net income adjusted for loss (income) from discontinued operations, interest expense, other income, net, provision for income taxes, depreciation, amortization of acquired intangible assets, amortization of cloud computing implementation assets, stock-based compensation, restructuring expense, litigation reserve, asset impairments, strategic advisory costs, loss on assets held for sale, and debt modification costs. Provision for income taxes, interest expense, and other income, net are not recorded at the reportable segments, and therefore, the segment adjusted EBITDA reconciliations begin with adjusted operating income.

Free cash flow (most comparable GAAP measure: net cash provided by operating activities-continuing operations) – Defined as net cash provided by operating activities-continuing operations less capital expenditures.

Net debt – Defined as total long-term debt principal less cash and cash equivalents.

Net leverage – Defined as net debt divided by adjusted EBITDA.

A description of special items in our non-GAAP financial measures described above are as follows:

●

Restructuring expense primarily related to workforce reductions, costs to exit certain course offerings, and prior real estate consolidations at Covista’s home office. We do not include normal, recurring, cash operating expenses in our restructuring expense.

●

Amortization of acquired intangible assets.

●

Amortization of cloud computing implementation assets.

●

Strategic advisory costs related to expanding capabilities and bringing new capacities to market to further enhance our strategic position. We do not include normal, recurring, cash operating expenses in our strategic advisory costs.

●

Loss on debt extinguishment related to amendments and repayments of our Senior Secured Notes due 2028, Term Loan B, and Revolver.

●

Reserves related to significant litigation.

●

Asset impairments related to adjusting certain operating lease assets and property and equipment as a result of adjusting carrying values to fair values.

●

Loss on assets held for sale related to adjusting those assets to estimated fair value less costs to sell.

●

Debt modification costs related to refinancing our Term Loan B.

●

Tax benefit due to change in unrecognized tax benefits.

●

Loss (income) from discontinued operations includes activity from ongoing litigation costs and settlements related to divestitures and the earn-outs we received.

Covista Inc.

Adjusted Operating Income

(unaudited)

(in thousands)


		Three Months Ended										Year Ended
		June 30,										June 30,
								Increase/(Decrease)										Increase/(Decrease)
		2026			2025			$		%		2026			2025			$		%
Chamberlain:
Operating income		$	36,316		$	35,739		$	577	1.6	%	$	141,618		$	151,455		$	(9,837)	(6.5)	%
Restructuring expense			—			—			—				2,024			1,912			112
Adjusted operating income		$	36,316		$	35,739		$	577	1.6	%	$	143,642		$	153,367		$	(9,725)	(6.3)	%
Operating margin			19.1	%		19.4	%						18.9	%		20.9	%
Adjusted operating margin			19.1	%		19.4	%						19.1	%		21.1	%

Walden:
Operating income		$	59,753		$	43,982		$	15,771	35.9	%	$	227,788		$	177,911		$	49,877	28.0	%
Restructuring expense			255			—			255				715			—			715
Amortization of acquired intangible assets			2,805			2,805			—				11,220			11,220			—
Litigation reserve			—			—			—				—			(5,550)			5,550
Adjusted operating income		$	62,813		$	46,787		$	16,026	34.3	%	$	239,723		$	183,581		$	56,142	30.6	%
Operating margin			28.3	%		24.1	%						28.3	%		25.7	%
Adjusted operating margin			29.8	%		25.7	%						29.8	%		26.5	%

Medical and Veterinary:
Operating income		$	16,656		$	14,864		$	1,792	12.1	%	$	79,110		$	68,798		$	10,312	15.0	%
Restructuring expense			—			218			(218)				855			454			401
Adjusted operating income		$	16,656		$	15,082		$	1,574	10.4	%	$	79,965		$	69,252		$	10,713	15.5	%
Operating margin			16.6	%		16.4	%						19.8	%		18.6	%
Adjusted operating margin			16.6	%		16.6	%						20.0	%		18.8	%

Home Office:
Operating loss		$	(17,282)		$	(17,660)		$	378	2.1	%	$	(65,140)		$	(56,622)		$	(8,518)	(15.0)	%
Restructuring expense			846			170			676				2,735			948			1,787
Asset impairments			—			—			—				—			6,442			(6,442)
Strategic advisory costs			1,530			6,900			(5,370)				18,562			12,000			6,562
Loss on assets held for sale			—			490			(490)				—			490			(490)
Debt modification costs			—			—			—				—			712			(712)
Adjusted operating loss		$	(14,906)		$	(10,100)		$	(4,806)	(47.6)	%	$	(43,843)		$	(36,030)		$	(7,813)	(21.7)	%

Covista:
Operating income (GAAP)		$	95,443		$	76,925		$	18,518	24.1	%	$	383,376		$	341,542		$	41,834	12.2	%
Restructuring expense			1,101			388			713				6,329			3,314			3,015
Amortization of acquired intangible assets			2,805			2,805			—				11,220			11,220			—
Litigation reserve			—			—			—				—			(5,550)			5,550
Asset impairments			—			—			—				—			6,442			(6,442)
Strategic advisory costs			1,530			6,900			(5,370)				18,562			12,000			6,562
Loss on assets held for sale			—			490			(490)				—			490			(490)
Debt modification costs			—			—			—				—			712			(712)
Adjusted operating income (non-GAAP)		$	100,879		$	87,508		$	13,371	15.3	%	$	419,487		$	370,170		$	49,317	13.3	%
Operating margin (GAAP)			19.0	%		16.8	%						19.6	%		19.1	%
Adjusted operating margin (non-GAAP)			20.1	%		19.1	%						21.5	%		20.7	%

Covista Inc.

Adjusted EBITDA

(unaudited)

(in thousands)


	Three Months Ended										Year Ended
	June 30,										June 30,
							Increase/(Decrease)										Increase/(Decrease)
	2026			2025			$		%		2026			2025			$		%
Chamberlain:
Adjusted operating income (GAAP)	$	36,316		$	35,739		$	577	1.6	%	$	143,642		$	153,367		$	(9,725)	(6.3)	%
Depreciation		5,965			5,503			462				23,073			21,687			1,386
Amortization of cloud computing implementation assets		2,069			780			1,289				7,689			3,033			4,656
Stock-based compensation		2,419			3,019			(600)				11,128			13,309			(2,181)
Adjusted EBITDA (non-GAAP)	$	46,769		$	45,041		$	1,728	3.8	%	$	185,532		$	191,396		$	(5,864)	(3.1)	%
Adjusted EBITDA margin (non-GAAP)		24.6	%		24.4	%						24.7	%		26.4	%

Walden:
Adjusted operating income (GAAP)	$	62,813		$	46,787		$	16,026	34.3	%	$	239,723		$	183,581		$	56,142	30.6	%
Depreciation		2,014			1,993			21				8,103			7,421			682
Amortization of cloud computing implementation assets		1,916			760			1,156				6,939			3,002			3,937
Stock-based compensation		2,926			3,123			(197)				13,190			12,477			713
Adjusted EBITDA (non-GAAP)	$	69,669		$	52,663		$	17,006	32.3	%	$	267,955		$	206,481		$	61,474	29.8	%
Adjusted EBITDA margin (non-GAAP)		33.0	%		28.9	%						33.3	%		29.8	%

Medical and Veterinary:
Adjusted operating income (GAAP)	$	16,656		$	15,082		$	1,574	10.4	%	$	79,965		$	69,252		$	10,713	15.5	%
Depreciation		3,080			2,755			325				12,016			10,853			1,163
Amortization of cloud computing implementation assets		719			306			413				2,555			1,208			1,347
Stock-based compensation		2,022			1,873			149				8,243			7,486			757
Adjusted EBITDA (non-GAAP)	$	22,477		$	20,016		$	2,461	12.3	%	$	102,779		$	88,799		$	13,980	15.7	%
Adjusted EBITDA margin (non-GAAP)		22.4	%		22.1	%						25.8	%		24.1	%

Home Office:
Adjusted operating loss	$	(14,906)		$	(10,100)		$	(4,806)	(47.6)	%	$	(43,843)		$	(36,030)		$	(7,813)	(21.7)	%
Depreciation		164			184			(20)				658			741			(83)
Stock-based compensation		2,746			2,394			352				8,655			8,318			337
Adjusted EBITDA	$	(11,996)		$	(7,522)		$	(4,474)	(59.5)	%	$	(34,530)		$	(26,971)		$	(7,559)	(28.0)	%

Covista:
Net income (GAAP)	$	71,721		$	54,212		$	17,509	32.3	%	$	251,566		$	237,065		$	14,501	6.1	%
Loss (income) from discontinued operations		439			250			189				15,809			(4,388)			20,197
Interest expense		9,799			10,853			(1,054)				45,435			52,318			(6,883)
Other income, net		(2,756)			(2,511)			(245)				(7,178)			(9,290)			2,112
Provision for income taxes		16,240			14,121			2,119				77,744			65,837			11,907
Depreciation and amortization		18,732			15,086			3,646				72,253			59,165			13,088
Stock-based compensation		10,113			10,409			(296)				41,216			41,590			(374)
Restructuring expense		1,101			388			713				6,329			3,314			3,015
Litigation reserve		—			—			—				—			(5,550)			5,550
Asset impairments		—			—			—				—			6,442			(6,442)
Strategic advisory costs		1,530			6,900			(5,370)				18,562			12,000			6,562
Loss on assets held for sale		—			490			(490)				—			490			(490)
Debt modification costs		—			—			—				—			712			(712)
Adjusted EBITDA (non-GAAP)	$	126,919		$	110,198		$	16,721	15.2	%	$	521,736		$	459,705		$	62,031	13.5	%
Adjusted EBITDA margin (non-GAAP)		25.3	%		24.1	%						26.7	%		25.7	%

Covista Inc.

Adjusted Earnings

(unaudited)

(in thousands, except per share data)


		Three Months Ended						Year Ended
		June 30,						June 30,
		2026			2025			2026			2025
Net income (GAAP)		$	71,721		$	54,212		$	251,566		$	237,065
Restructuring expense			1,101			388			6,329			3,314
Amortization of acquired intangible assets			2,805			2,805			11,220			11,220
Strategic advisory costs			1,530			6,900			18,562			12,000
Loss on debt extinguishment, litigation reserve, asset impairments, loss on assets held for sale, and debt modification costs			—			490			4,810			3,832
Tax benefit due to change in unrecognized tax benefits			(3,289)			—			(3,289)			—
Income tax impact on non-GAAP adjustments ⁽¹⁾			(1,486)			(2,602)			(10,308)			(7,423)
Loss (income) from discontinued operations			439			250			15,809			(4,388)
Adjusted net income (non-GAAP)		$	72,821		$	62,443		$	294,699		$	255,620

⁽¹⁾ Represents the income tax impact of non-GAAP continuing operations adjustments that is recognized in our GAAP financial statements.


		Three Months Ended						Year Ended
		June 30,						June 30,
		2026			2025			2026			2025
Diluted earnings per share (GAAP)		$	2.06		$	1.44		$	7.04		$	6.18
Effect on diluted earnings per share:
Restructuring expense			0.03			0.01			0.18			0.09
Amortization of acquired intangible assets			0.08			0.07			0.31			0.29
Strategic advisory costs			0.04			0.18			0.52			0.31
Loss on debt extinguishment, litigation reserve, asset impairments, loss on assets held for sale, and debt modification costs			—			0.01			0.13			0.10
Tax benefit due to change in unrecognized tax benefits			(0.09)			—			(0.09)			—
Income tax impact on non-GAAP adjustments ⁽¹⁾			(0.04)			(0.07)			(0.29)			(0.19)
Loss (income) from discontinued operations			0.01			0.01			0.44			(0.11)
Adjusted earnings per share (non-GAAP)		$	2.09		$	1.66		$	8.25		$	6.67
Diluted shares			34,763			37,584			35,715			38,334

Note: May not sum due to rounding.

⁽¹⁾ Represents the income tax impact of non-GAAP continuing operations adjustments that is recognized in our GAAP financial statements.

Covista Inc.

Free Cash Flow

(unaudited)

(in thousands)


		Twelve Months Ended
		FY25		FY26		FY26		FY26		FY26
		Q4		Q1		Q2		Q3		Q4
Net cash provided by operating activities-continuing operations (GAAP)		$	333,734	$	374,796	$	427,890	$	406,335	$	470,796
Capital expenditures			(50,327)		(55,936)		(59,880)		(69,872)		(77,696)
Free cash flow (non-GAAP)		$	283,407	$	318,860	$	368,010	$	336,463	$	393,100

Covista Inc.

Net Leverage

(unaudited)

(in thousands)


	Year Ended
	June 30, 2026
Covista:
Net income (GAAP)	$	251,566
Loss from discontinued operations		15,809
Interest expense		45,435
Other income, net		(7,178)
Provision for income taxes		77,744
Depreciation and amortization		72,253
Stock-based compensation		41,216
Restructuring expense		6,329
Strategic advisory costs		18,562
Adjusted EBITDA (non-GAAP)	$	521,736

	June 30, 2026
Total long-term debt principal	$	673,000
Less: Cash and cash equivalents		(406,316)
Net debt (non-GAAP)	$	266,684

Net leverage (non-GAAP)		0.5x

Source: View Original Filing on SEC EDGAR

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Covista Inc. (NYSE: CVSA) lifts 2026 EPS to $7.04 and launches new strategy

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How did Covista (CVSA) perform financially in fiscal year 2026?

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