2U– Product Differentiation & International Expansion – 15

October 2021

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Specialist:

Title:

Moderator: Nyree Hinton (NH), Third Bridge Sector Analyst

Ben Paul (BP)

Former VP & General Manager at 2U Inc

Agenda:

1. 2U’s (NASDAQ: TWOU) product offerings and strategy, including partnership dynamics as it broadens

its spectrum

2. Alternative credential competitive landscape and impact to 2U’s business

3. Cost drivers, focusing on content creation dynamics between 2U and universities

4. Partnership and international expansion, highlighting the benefits of 2U’s acquisition of EdX

Contents

Q: Could you give an overview of educational services around e-learning? How has this evolved in post-

secondary education?

Q: Who are the top players driving innovation and growth in the e-learning segment along with 2U?

3

4

Q: How has coronavirus shifted the priorities of edtech players to focus on degrees in enterprise over general

upscaling? You mentioned key characteristics of international and domestic and product offerings and

pricing. How has the pandemic impacted edtech players’ 3-5-year plans?

4

Q: Could you give an overview of 2U’s business and the categories it plays in vs competitors? You mentioned

Guild is more HR focused but only focuses on non-profits. Why is 2U segmenting out non-profit

universities? What is the company offering to consumers in the value proposition to university partnerships?5

Q: You alluded to the fact that the original model was to focus on exclusive partnerships with the best

universities when breaking down degree vs alternate credentials. How might have relationships changed

between 2U and exclusive universities? Did they become more volatile when it decided to broaden its

spectrum and start signing contracts with lower-tier universities? Would UPenn not want to be part of 2U’s

platform if it partnered with Princeton or Rutgers? Do these universities not care about what it does?

6

Q: What makes 2U’s products so scalable? How is it able to provide marketing, HR and facility support

across so many partners efficiently? Every degree, school and company is different, so it would need a

tailored approach to marketing and facility support for each.

7

Q: What is the biggest risk to 2U that would make universities throw out its 2U certificates as you mentioned

and no longer need the platform, given its revenue profile? It seems undergraduate degrees and alternative

credentials such as professional certificates, boot camps and short courses are growing substantially.

7

Q: What factors are driving costs for 2U, given you touched on marketing and sales? What’s the dynamic of

trying to make this business model more sustainable profitably?

8

Q: Is 2U experiencing content creation costs on degrees? Universities take on the content creation in

Coursera partnerships, so why is 2U experiencing degree content creation costs if it’s partnering with a

school such as UPenn?

Q: What are your thoughts on 2U’s June 2021-announced acquisition of EdX? How does it fill gaps in 2U’s

portfolio? What is its strongest area, given its portfolio includes master’s and undergraduate degrees, boot

camps and alternative credentials?

9

9

Q: What’s the point in 2U creating a curriculum or helping develop content with a university if the consumer

is going to buy from the university itself? Why not add a third party that’s an additional marketing channel,

such as Coursera, for consumers to buy products?

9

2U – Product Differentiation & International Expansion

Transcription begins at 00:00:01 of the recorded material

NH: Welcome to Third Bridge Forum’s Interview entitled 2U– Product Differentiation & International

Expansion. I am Nyree Hinton and I will be facilitating today’s Interview with Mr Ben Paul, former VP and

General Manager at 2U Inc.

Ben, before we get started with today’s Interview, please state I agree or I disagree to the following statement:

You understand the definition of material non-public information and agree not to disclose any such

information, or any other information which is confidential, during this Interview.

BP: Agree.

NH: Could you give an introduction to your background and various roles you’ve held in the industry?

BP: Started at 2U in 2009, when it was probably about 40 or 50 people. At the time, there was a single

university relationship and the OPM market, while it existed, was in a different state than it is today. Started

as inside sales, Admissions Counsellor for the master’s and teaching programme with USC there, and then

grew with the company. Moved into regulatory compliance and state authorisation, a little bit of government

affairs, building on a compliance team and then eventually helping to support the GC’s office and then, after

that, into an operational role back inside the business with a couple of university partners. Helped launch and

implement a number of new programmes at new universities as well as new programmes within existing

universities and relationships and structures. Graduated from that Ops Deputy role into a VP General

Manager position, which was my last one at 2U. A little more focused on high-level strategy and execution of

that, owning the P&L and running the business, both executing corporate strategy and then forming that as

well as boots on the ground with our university partners. Through all of that, IPO in 2014, acquisition of first

GetSmarter, the short-course product offering, and then Trilogy Education Services, the boot-camp product

offering. Was employed through end of 2019, so I’m about two years removed.

[00:02:33]

Q: Could you give an overview of educational services around e-learning? How has this evolved in post-

secondary education?

BP: I’m not as familiar with the K12 space, I’ll be frank, but follow closely edtech in general, especially at the

higher ed level, and the energy that is currently around the upskill-reskill market, including the equity and

accessibility and cost concerns that exist in the higher ed space and other places, in addition to innovation

within it, which includes micro-credentialing and stackable credentials and those types of things. When I got

into it in 2009, there was a fairly significant concern over quality because of some bad actors in the space, as

well as some failed experiments, I wasn’t living through it because I didn’t pay much attention then, but with

some high-profile experiments. 2U initially had a pretty significant hurdle to climb over and address in the

perception of quality, and I think that has certainly changed. People understand and appreciate now, and

certainly, in a lot of ways, digital ed has become ubiquitous for certain generations, so the quality issue is not

necessarily there, although it continues to be an expensive thing to develop the right type of content and rely

on the right type of tools.

Certainly can go much deeper on all of those things, but it has evolved to a level, and the pandemic has

accelerated a bunch of adoption, I think, and change both with established players as well as spurned, spurred

some innovation with new entrants who are looking to disrupt a little bit, although one might argue that

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disrupting the higher education system is a difficult challenge. Certainly, the adoption of it of late, the last two

years let’s say, with COVID accelerating so many things, I think even further gets the genie out of the bottle

and has shown people the ability, the value of what digital tools can do, whether it is a solely digital

programme or a digital programme with some on-campus, in-person component or a hybrid model, even at

the undergraduate level, how they can change the way that they operate in terms of flipping the classroom and

delivering some of their content digitally. I think it should be used as a cost control and reduction mechanism.

The UC system is committed to that. There is some federal interest in doing, where that can lead, and there is a

lot of interesting innovation that is yet to occur.

[00:06:42]

Q: Who are the top players driving innovation and growth in the e-learning segment along with 2U?

BP: 2U, and that’s one of the top players, I suppose. I think when we think about accessibility and meeting

learners where they are, and it’s evident in 2U’s evolution as a business, going down the continuum to the

certificates and the boot camps and the short courses, and now with the EdX acquisition, which will be a topic

later probably, it is evident that there is significant opportunity around finding easier ways for people to

consume expensive master’s degree programmes, the original 2U product, and places where Courseras of the

world are going towards and Emeritus and others are still not accessible for everybody, either because of cost

or time or other constraints. The idea that economic mobility be limited to a subset, I think, is understood and

realised and it’s changing the landscape of how these things are delivered and what products are best offered

in order to address some of those challenges, so I think that has been a pretty significant shift over time. I also

think in just observing the market, I mentioned Coursera as a platform. They’ve got a big enterprise business

that seems to have a lot of growth potential in meeting S-1 filing for IPO. They’re investing a lot of money in

that space. The drawback is free-to-use educational tools for employees are not always utilised all that well,

and whether that translates into revenue-generating opportunity up the chain I think remains to be seen and

is probably a challenge that they think about pretty frequently.

Emeritus has a little bit different approach. I know, or I think, at the short-course level and a bit up the chain

from there, a pretty significant competitor to the 2Us of the world and, I suppose, Coursera to some level.

From an international perspective, the question becomes pricing, and the US higher education, the domestic

market supports all of the infrastructure and overhead that needs to go into building many of the, certainly,

master’s degree programmes and other things. That space has always been a challenge, I think, when you

think of delivering master’s degree programmes because of the way that countries outside of the US either

subsidise their education for residents or make it much less costly, so there are some interesting economics

and unit economics questions and issues surrounding that. Certainly, I know there are a lot of people thinking

about that. The Pearson Embanets of the world, they’re either high-volume, low-cost plays in the domestic

market, then there are premium plays that 2U, at least at the master’s degree level, has always played in, and

then there are other questions around rev share vs fee for service. Is one better than the other? I’m not so sure,

but I think as the market continues to evolve, optionality for higher education institutions and people looking

to deliver education and content is a significant strategic question and consideration.

[00:11:31]

Q: How has coronavirus shifted the priorities of edtech players to focus on degrees in enterprise over general

upscaling? You mentioned key characteristics of international and domestic and product offerings and pricing.

How has the pandemic impacted edtech players’ 3-5-year plans?

BP: Yes, it’s an interesting one, and I will say this, I’m not so certain that it has necessarily changed the long-

term vision or strategy other than it has, like I said before, accelerated some of the execution of that strategy

on the business side of things and, considering the hiring challenges that so many enterprises and other

businesses of all sizes are seeing now, the upskill-reskill space has become a much bigger opportunity. If

you’ve got a whole bunch of people on payroll and skillsets that either are threatened by automation, although

Private and confidential 4

some of that threat is overblown I believe, or you just need some sort of a human-centred perspective to offer

internal tools and options for people to improve their skillset to also improve their earning potential and their

job level, let’s say, that is, I think, a place that everybody recognises as should get a lot of the attention, I

suppose. It doesn’t mean that with 2U’s master’s degree business it is not lucrative or is going away, because

the demand for that, I think, will always exist. I think speaking of a specific example to the EdX acquisition,

there is a thought that getting people in the door on a no-cost, low-cost freemium model, delivering and

offering content that allows them to consume on their own time at little to no cost also then presents an

opportunity to continue delivering paid products to those people.

That’s not necessarily novel, but I think it has been a bigger push within the industry to build a customer and

user base that will allow upsell down the road. That could come in one or two years for some learners, it could

never come for others, but I think, on balance, there is medium to long tail as to whether they continue to

consume offerings that some of these businesses have in their quiver. There is a significant push in the

enterprise space. I see job listings all the time in either building out or expanding upon that effort. Guild is

another player in that space. It’s an HR benefit, if you will, similar but not exactly the same as what a Coursera

is doing I think, what, two years probably effort into building out an enterprise team. Different than the L&D

space and the training space is measurability is important and I think that’s a critical piece to value prop,

exhibiting the value proposition to business out there. I don’t have too much background on what that looks

like in today’s market, but I’m sure that if there isn’t an ability to show what that ROI is for individual

employees within an org at the enterprise level, similar to the old L&D model, it becomes questionable for

executives as to whether to invest. I think that’s probably one of the challenges related to it, but it’s pretty

evident or self-evident as to what the opportunity and potential is for it. It just has to be delivered

appropriately and correctly.

[00:17:07]

Q: Could you give an overview of 2U’s business and the categories it plays in vs competitors? You mentioned

Guild is more HR focused but only focuses on non-profits. Why is 2U segmenting out non-profit universities?

What is the company offering to consumers in the value proposition to university partnerships?

BP: I think the outcomes data probably speaks for itself in that the evolution and Coursera and EdX and

others moved towards to take over the world probably six or eight years ago, I can’t remember the timing, into

2012 and ’14. It’s pretty evident that people are interested in theory, and then because there’s no real

credential other than a certificate of completion, the completion data and rates on those things is abysmal.

That’s advancing through, and then, going into the for-profit model, there are always regulatory

considerations and concerns, more so with democratic administrations I think than with republican ones,

which is significant risk, systemic and otherwise from a GA perspective and a regulatory perspective, but there

have always been questions of quality even if it’s a low-cost play. I think that 2U’s thesis at the inception of the

business was partnership with the best schools across the (audio distorts 19.38) country and, beyond that, the

world, and originally the model was to find the best programme and be exclusive. It couldn’t change in the

realisation that there were many efficiencies to be gained in multi-programme verticals to both reuse

prospects and build upon institutional knowledge and its reuse side. Marketing to the B2B2C model that it

employs, the inexpensive proposition in that space, five years ago but certainly as of late is getting more and

more competitive, with more entrants and more, I think, sophistication.

Even universities can begin to do those things in-house, which is probably one of the reasons that fee for

service has become a more reasonable option and something that I think 2U is exploring, but don’t have

insight there as I’ve been out of it for a while. Moodle was founded on that premise and continues to deliver

that as the value prop vs an entire rev-share agreement, which, on the one hand, deans don’t want to take a

risk of trying to invest themselves USD 6m or USD 8m or USD 10m in developing an online programme,

because it’s either too great a risk just generally or the money isn’t there. Until you can make that investment

upfront, that reduces the risk, but also, because you’re giving up a significant share of the revenue, there are

general concerns about that from a finance perspective on the university side, but when the quality and the

delivery is high, that’s part of the value prop of selling into institutions. That’s primarily relevant at the

master’s degree level. It changes a little bit because of the speed to market and the development time and costs

Private and confidential 5

related to it when you move down the chain. Trilogy is a white label curricula that schools generally are able to

just slap their branding on, so the economics are a bit different there, and short courses even more.

I think that is a place where all of the players are investing more time and energy, and affiliation with a

university for credibility is, some would say, absolutely necessary. I think there are probably disruptors in the

space that don’t necessarily think that is true, but then innovation and change is a difficult thing when you are

trying to break into a system within the higher education space that has existed for 250, 300, 500 years.

Interesting questions about Outlier is, I think founded by a former MasterClass founder, looking to create low-

cost opportunity for people to get general ed requirements out of the way. That is a volume play, but there are

always going to be regulatory questions about and transcripting questions and those types of things. You can’t

just create it out of thin air without the relationships, so those are critically important to the business, in

general, a place where 2U has excelled for as long as it’s been in existence and I assume continues to, and it’s

fairly evident.

[00:24:17]

Q: You alluded to the fact that the original model was to focus on exclusive partnerships with the best

universities when breaking down degree vs alternate credentials. How might have relationships changed

between 2U and exclusive universities? Did they become more volatile when it decided to broaden its

spectrum and start signing contracts with lower-tier universities? Would UPenn not want to be part of 2U’s

platform if it partnered with Princeton or Rutgers? Do these universities not care about what it does?

BP: There are always politics involved, and, initially, it was a significant point of, I don’t know, consternation,

and there were negotiations, I suppose, as to how that changes the relationship with an individual university.

Negotiating an MSA is a highly complex process, especially depending upon the size and potential of the

particular programme or the number of degrees and programmes that might be offered within a partnership

model at a particular university. Without getting too specific, because I shouldn’t, the politics were real. The

concerns were real. Certainly, there is give and take as it relates to exclusivity from a regionality perspective. It

was learned over time that there’s a significant regional aspect. Even though I can live in Siberia if my internet

connection is good and take a USC or UNC Chapel Hill or University of Dayton or Tec Monterrey degree

programme, it’s pretty evident from the data that unless it is a truly international brand, the MITs and the

Harvards and the other super, super high-value domestic, and international players as well, unless it has that

type of international recognition, there’s still a significant regionality component to it. Brings me back to the

exclusivity, the concern that UNC and Duke have rivalries that expand beyond sports, so those come into the

fray as a consideration, but I think that was a point in time as the market and the marketplace was evolving

fairly rapidly.

It’s probably less of a concern today because everybody from the provost down appreciates and understands

that if you’re not moving to digital as a higher education institution in some capacity and putting some chips

in various places, undergraduate, graduate, hybrid modelling and many other places, then you’re going to get

left behind, especially as native digital kids continue to age, I suppose. There’s probably less of a political and

negotiations hurdle or nightmare, depending, today than there was even five years ago. We’ve reached a point

with digital marketing that it becomes easier for schools to, maybe not easier, maybe it becomes harder as a

result of this, but to consider trying to do it alone, because they’re certainly good at admissions and they could,

in theory, pretty easily handle that type of thing. There is a big investment in both money and infrastructure

and human resources and marketing machine that is 2U and other players. That is something that I think

most schools would say that’s the real value in partnering with an OPM and other players, that might not be

necessarily OPMs, but schools, I think it is more reasonable for them to be questioning what they could handle

on their own, whether it’s content development or whether it’s student support and success, faculty support

and success. The tech piece, as tech advances, some of the self-service becomes probably easier, so maybe

there is less of a comfort with the rev-share model, but those are the types of questions that I assume, or I

know, highest-level decision-makers at universities across the country and the world are thinking about, so a

lot of interesting things that remain to shake out, I think.

Private and confidential 6

[00:30:51]

Q: What makes 2U’s products so scalable? How is it able to provide marketing, HR and facility support across

so many partners efficiently? Every degree, school and company is different, so it would need a tailored

approach to marketing and facility support for each.

BP: I would counter to say there are some who would suggest it’s difficult to scale, but that’s part of the moat

that, I suppose, 2U has built and other players are trying to either create themselves or break into, in that, like

I said, marketing cost is high. If one of the goals, which I think it is for everybody, is going to be high-quality

education, that means there will always need to be significant investment in content creation and the tools to

deliver that. Existing university LMSs can help in, perhaps, cost reduction, but not all of them out there are

capable and the maintenance is a real cost consideration. I think that the algorithms and selecting

programmes too, at various levels continue to be refined and get more and more sophisticated as to what is of

interest topically, whether you’re thinking of small short courses all the way through to master’s degree

programmes at the highest cost, and I think players continue to learn about what consumers want. COVID, my

guess, and some of the data suggests this, is that like so many when COVID locked everything down across the

world, there was an influx in interest in self-improvement and education, similar to the recession-era trend.

Will that translate to long-term adoption? I think in some capacity it will, but it may have been a blip.

I’m not necessarily sure here, but, in theory, it could have been a blip where it accelerates the adoption, which

is good on the institutional side from the perspective of the businesses that are operating within it and trying

to sell into those institutions, and more and more learners get turned onto it. It’s increasing the size of the

market and the TAM and all of the things related to that, but efficient scalability will always be a challenge

because you can’t necessarily just take a model that works in the US and drop it into a place like India, for

example. Emeritus has a different approach than 2U, I think, in that capacity, or Australia might be a better

example. Probably more similar, but, again, there are economic considerations because of the cost of

education in a place like that, so I think it remains to be seen. I don’t know if that’s helpful insight or I just

went in circles to get back to the same point, that the drive towards efficiency, there can’t be a race to the

bottom because quality is always important, and I think only time will tell as to what quality means to

outcomes and then what outcomes mean to ROI for the individual learner at an enterprise level and from an

institution’s perspective as well.

[00:35:43]

Q: What is the biggest risk to 2U that would make universities throw out its 2U certificates as you mentioned

and no longer need the platform, given its revenue profile? It seems undergraduate degrees and alternative

credentials such as professional certificates, boot camps and short courses are growing substantially.

BP: It’s a great question. There are risks to each of those offering levels, let’s say. Does the acquisition of

customers and the base via EdX translate, and I think I alluded to this before, into users that will adopt paying

and then higher-paying products and programmes up the continuum? I think that’s a significant challenge

there, but it is a prospect in demand generation, strategic play that could be a great one. Does every learner

who consumes, let’s say, the free content at the bottom of the continuum keep moving up the chain? Of course

not, and I don’t know what the rates will look like from a conversion perspective, but the cost-of-acquisition

play or a TVA play, it’s a lifetime-value play, and if you shift the fundamentals there, I think that was probably

one of the thoughts from a strategic perspective as to why that made sense (audio cuts out 38.28) certainly

challenging. If you go all the way to the top of the spectrum in the higher, in the master’s degree marketplace, I

personally believe that there needs to be a part of the value prop to society, which will trickle down via

government and institution with the maintenance or the reduction of the runaway cost increases that we’ve

seen there. Can 2U and other OPM players be a solution there? Absolutely. Have we seen that occur yet? No,

because the overhead related to supporting a lot of those programmes, or any of those programmes, is fairly

high.

The lever to pull is cost reduction, and there are quality concerns. There are human resources concerns there.

Can things be automated continuously? Sure, and processing improved? Sure, but I think there is a base that

Private and confidential 7

you get to before it becomes commoditised and then it comes back to the quality issue. I think that is the risk

there, or really turn it into perhaps an opportunity if significant relationships can be established or have

already been established, but then they become PR and comms around how the partnership is working to

reduce cost or increase accessibility, which certainly is a hot topic. I know there is a bunch of effort there in

both partnership signing and the related press around that. That’s all great, but it is probably top of mind on

any operator as to how to be the first to crack that nut, and, while cost is increased, I don’t even know, let’s say

30% and 40% over the last 20 and 30 years, seats available in those same schools has probably only increased

by 2% or 3% or nil. That flies in the face of I think what is a galvanised sentiment that there has to be more

equity and accessibility within the space and allowing for more opportunity across the board.

I think a lot of the revenue opportunity, that’s probably in between those two things, at the short course, boot

camp and certificate space, and then also innovating in a micro-credential way, capacity to allow people to just

stack things as they go. Maybe it takes you two years, it could take me five, somebody else it could take 15, and

that’s all fine because that’s a personal choice or people’s situations dictates that. How do you increase

adoption and return value directly to the learner becomes part of the equation there as to additional adoption

and more quicker consumption of some of the paid products. I’m sure from a strategic perspective, everybody

I know is focused on that. There is plenty to read on the opportunity there and a bunch of innovation

happening around that, so continue to follow it personally and I think where that is headed, I don’t know that

significant disruption in the way that some staff companies operate is exactly how it will work, but who

knows? There is plenty to potentially be surprised by.

[00:43:08]

Q: What factors are driving costs for 2U, given you touched on marketing and sales? What’s the dynamic of

trying to make this business model more sustainable profitably?

BP: Certainly, marketing and student acquisition costs are the most significant ones, but then, beyond that, it

is content creation costs. The more technical or complex the programme is, the higher the content creation

costs associated with it are. Video production and time and the human resources to support those things all

shift with the complexity of a particular topic, where online, law is a good example and I worked in it for a long

time. There are not many courses in law school that change terribly significantly. Certainly, there are some

regulatory shifts and new legal precedent that require updating, but it’s not like contract law has changed over

time. That becomes a fairly easy and set-it-and-forget-it type of course to develop within a particular

programme and there is limited to no technical requirement if you compare it to something like an MD degree

or a physical therapy degree or a physician’s assistant degree. There are all kinds of development costs

associated with those types of things, so that has to be considered as far as complexity and content creation is

concerned and everything that goes into supporting that. Student support costs are incremental, so highly

scalable programmes I think technology probably helps support, but it is pretty evident that certainly at the

master’s degree level, and down the chain as well, without support and coaching and those types of things,

completion rates are threatened or pressured.

From an economics perspective, it’s not enough simply to get a student in to a seat. You’ve got to keep that

student in that seat through graduation, so it becomes a very unit-economics-driven, credit-hour-driven type

of thing at the master’s level or a module, a down the continuum module-level thing, although you’re generally

paying for an entire cost of a short course upfront. There is a bit of a difference there, the economics and the

modelling related to it. Those are the two, development costs and marketing, and it’s your biggest ones,

support and the human resources, that go into it. I think driving down those costs is something that everybody

has done and now, especially with more people more comfortable with reliance on digital tools to distribute

everybody beyond the masses or a region or within a school, etc, there is opportunity for labour arbitrage

across the board. There are offices or businesses that operate globally now for that reason in order to take

advantage of those economic realities, so those are the two biggest ones, is that AI and the advent of machine

learning and those types of things, do they potentially help the economics? I think so, but there’s still a

question of quality and authority, but it’s an interesting place to be, thinking about innovation in the space.

Private and confidential 8

[00:48:05]

Q: Is 2U experiencing content creation costs on degrees? Universities take on the content creation in Coursera

partnerships, so why is 2U experiencing degree content creation costs if it’s partnering with a school such as

UPenn?

BP: It’s just been part of the value proposition. If I’m understanding the question correctly, I think it’s just a

value proposition reality. We have the infrastructure, the expertise, the knowledge, and the institutional

knowledge but that’s a confusing way to use that term, the knowledge to both mine the minds of the course

creators and deliver it in the most innovative and effective way possible. Certainly, there are a whole bunch of

instructional designers and pedagogical experts and academics out there who are really good at creating on-

campus content. I think their learning curve is long, but I’m sure it’s accelerated pretty significantly in the last

couple of years, both with the pandemic and just the ubiquity and the realisation that digital education, like I

said earlier, is a significant opportunity. I’m not terribly close to it, but I would think it still becomes, “We can

do it better, more quickly and more efficiently than you,” and that justifies whatever the allocation you would

give to the revenue share on the degree side. The flip side of that is pure partnerships, but the risk there is that

you don’t have much control over the quality and the effectiveness of the creation of that, so that’s the trade-

off. I can honestly say I don’t know enough about the outcomes or that quality when somebody like a Coursera

is leaving that to the university side. Probably fine in many cases, great in some and terrible in others, so how

those things translate into satisfaction and medium-to-long-term credibility and NPS and those types of things

probably remains to be seen, or I can say that I’m not close enough to really know what that looks like today.

[00:51:40]

Q: What are your thoughts on 2U’s June 2021-announced acquisition of EdX? How does it fill gaps in 2U’s

portfolio? What is its strongest area, given its portfolio includes master’s and undergraduate degrees, boot

camps and alternative credentials?

BP: From an outsider’s perspective, I touched on it a little bit earlier where it becomes a marketing demand

generation, lead prospect generation play, with the idea that we can start, or the user base, which is significant,

continues to consume EdX content and then becomes potential users of everything up the chain. I’ve said it

too many times, so I apologise if I’m repeating myself there, but I think it probably fills in a gap. There’s some

analysis out there that the acquisition of a non-profit that was built upon the backs of professors and learners

in a way that were devoting and investing time, resources, energy and knowledge leaves a bad taste in some

people’s mouths. I don’t have an opinion one way or the other. From a reputation perspective, I don’t know

that that’s going to be a huge thing, but I think the question becomes whether it can translate into the free to

degree that 2U is marketing around it now, and are there opportunities for other players to do similar things?

Some of them already have that built into their model because they started there, like a Coursera let’s say, or

are there other opportunities and players out there for the same type of partnership or acquisition? Not as big

as EdX, of course. I don’t think it changes. From my perspective, and I could be missing something, of course,

I am, I’m not sure that it changes the degree programmes today or even down the chain necessarily. It is

purely done in the hopes that it will increase the potential customers and the potential market to consume all

of the paid products, which will continue to expand as any player establishes new university relationships and

partnerships and programmes within them throughout the continuum, and yes, I think it remains to be seen,

so I’m not sure I can answer beyond that.

[00:55:23]

Q: What’s the point in 2U creating a curriculum or helping develop content with a university if the consumer

is going to buy from the university itself? Why not add a third party that’s an additional marketing channel,

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such as Coursera, for consumers to buy products?

BP: It’s a fascinating question. To be honest with you, I could take both sides. I could position myself on both

sides of the argument, so I don’t know which is better, and I don’t think that anybody knows which is better,

necessarily, if you’re drawing a line in the sand to say, “Do it this way or do it that way.” If somebody is going

to choose based upon brand affinity or ubiquity or whatever it might be, it might not necessarily matter. I

think, in the short term, that is absolutely true, but, like I said earlier, I think there is medium- to long-term

data and reputation that need to be maintained, I suppose. It’s a pretty significant risk to the businesses that

are operating in the space, or I don’t know how significant it is. Maybe pretty significant is too strong a

descriptor, but that gets back to the point we were talking about earlier as to universities making the decisions

to do it themselves. I think we probably see more and more experiments in that space and people building out

the infrastructure within especially well-resourced institutions and universities to do it themselves. That poses

a market risk to the players within it, but I think the plug-and-play nature of 2U’s business and then the reach

and channel exposure that many of the players will certainly purport is of interest to university who doesn’t

necessarily want to get into the marketing piece of it. I think the content question is probably less important

than all of the rest that goes into it and around it, but it’s a real cost, either way, so that’s why it is high on my

list of the economic considerations.

[01:00:19]

NH: I think that’s a good place to end the Interview. Let me close by saying thank you, Ben, for your time

today. We were able to cover an extensive amount, and thank you, clients, for joining Third Bridge Forum’s

Interview. If you would like to speak to Ben in a private call or meeting, please let your relationship manager

know. Have a good one.

BP: Thanks a lot.

Transcription ends at 01:00:33 of the recorded material

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