EXHIBIT 99.1

FOR IMMEDIATE RELEASE: September 13, 2022

Aspen Group Reports Revenue of $18.9 million for First Quarter Fiscal 2023

NEW YORK – September 13, 2022 - Aspen Group, Inc. (Nasdaq: ASPU) (“AGI”), an education technology holding company, today announced financial results for its first quarter fiscal year 2023 ended July 31, 2022.

First Quarter Fiscal Year 2023 Summary Results

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¹ GAAP gross profit calculation includes marketing and promotional costs, instructional costs and services, and amortization expense of $0.5 million and $0.4 million for the three months ended July 31, 2022 and 2021, respectively.

² Non-GAAP financial measures. See reconciliations of GAAP to non-GAAP financial measures under "Non-GAAP–Financial Measures" starting on page 5.

“The revenue decline for the fiscal year 2023 first quarter, which is typically our seasonally slowest quarter, reflects the enrollment stoppage at our Pre-Licensure BSN campuses in Arizona and the effect of the $1 million sequential reduction of marketing spend in the prior quarter,” said Michael Mathews, Chairman and CEO of AGI. “USU’s revenue growth of 12%, primarily due to demand for the MSN-FNP program, partially offset the AU decrease.”

“Late in the first fiscal quarter, we initiated a restructuring that reduces AGI’s total staff by approximately 15%. The staff reductions are focused on G&A areas throughout the Company, as well as marketing and IT. Additionally, we have dropped our marketing spend in Q2 in all units to a maintenance level spend rate. These restructuring effects are expected to expediently reduce cash used in operations and positions the Company to generate positive operating cash flow in the second half of fiscal 2023.”

Mr. Mathews concluded, “As stated on our last earnings call, the Company is currently considering various growth and financing alternatives. On August 18, 2022, we entered into an equity distribution agreement that enables us to issue and sell shares of Aspen Group common stock for aggregate gross proceeds of up to $3.0 million. The facility's primary purpose is to provide the option of additional short-term liquidity while the expected impact of our restructuring program takes effect. In parallel, we have engaged Lampert Capital Advisors to assist with securing an accounts receivable (AR) financing agreement. Until we are able to close an AR financing, the Company plans to maintain its current marketing maintenance spending plan.”

Fiscal Q1 2023 Financial and Operational Results (compared to Fiscal Q1 2022)

Revenue decreased 3% to $18.9 million compared to $19.4 million. The following table presents the Company’s revenue, both per subsidiary and total:

AU revenue decreased by $1.3 million or 10%, with the Phoenix BSN Pre-Licensure program accounting for $0.8 million of the decrease. The active student body at AU decreased from 10,911 at July 31, 2021 to 9,133 at July 31, 2022.

USU revenue increased 12% due primarily to USU's MSN-FNP program, the USU degree program with the highest concentration of students and the highest LTV. The active student body at USU decreased from 2,968 at July 31, 2021 to 2,915 at July 31, 2022.

GAAP gross profit decreased 27% to $8.2 million compared to $10.4 million, primarily due to lower revenue, increased instructional costs and services, which is the result of more students entering the core curriculum, and resuming marketing spend at a level consistent with Q3 Fiscal 2022. Gross margin was 43% compared to 54%. AU gross margin was 39% versus 53% of AU revenue, and USU gross margin was 56% versus 60% of USU revenue.

AU instructional costs and services represented 32% of AU revenue, and USU instructional costs and services represented 27% of USU revenue. AU marketing and promotional costs represented 25% of AU revenue, while USU marketing and promotional costs represented 16% of USU revenue.

The following tables present the Company’s net (loss) income, both per subsidiary and total:

The following tables present a brief summary of the Company’s Non-GAAP measures, both per subsidiary and total. See details of these non-GAAP financial measures and reconciliations of GAAP to non-GAAP financial measures under “Non-GAAP–Financial Measures” starting on page 5.

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NM – Not meaningful

Operating Metrics

New Student Enrollments

New student enrollments at AU decreased 46% year-over-year and at USU by 34% year-over-year. New student enrollments were primarily impacted by the enrollment stoppage in the Phoenix pre-licensure program, and the reduction in marketing spend by $1 million over the prior quarter.

New student enrollments for the past five quarters are shown below:

New student enrollments, bookings and ARPU for Q1’23 versus Q1’22 are shown below (rounding differences may occur):

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¹ “Bookings” are defined by multiplying Lifetime Value (LTV) by new student enrollments for each operating unit. “Average Revenue Per Enrollment” (ARPU) is defined by dividing total Bookings by total new student enrollments for each operating unit.

Total Active Student Body

AGI's active degree-seeking student body, including AU and USU, declined 13% year-over-year to 12,048 from 13,879. AU's total active student body decreased by 16% year-over-year to 9,133 from 10,911. On a year-over-year basis, USU's total active student body decreased by 2% to 2,915 from 2,968.

Total active student body for the past five quarters is shown below:

Nursing Students

Students seeking nursing degrees were 10,394, or 86% of total active students at both universities. Of the students seeking nursing degrees, 8,910 are RNs studying to earn an advanced degree, including 6,202 at Aspen University and 2,708 at USU. In contrast, the remaining 1,484 nursing students are enrolled in Aspen University’s BSN Pre-Licensure program in the Phoenix, Austin, Tampa, Nashville and Atlanta metros. The majority of the year-over-year Aspen University nursing student body decrease is a result of the enrollment stoppage in the Phoenix pre-licensure program.

Nursing student body for the past five quarters is shown below:

Liquidity

At July 31, 2022, the Company had unrestricted cash of $2.4 million and restricted cash of $6.4 million. Cash flow used in operations was $3.6 million. Approximately $2.2 million of the cash used in operations is attributed to our EBITDA loss and $1.2 million is attributed to changes in working capital primarily related to increases in short-term and long-term monthly payment plan accounts receivable. We also had approximately $500,000 in capital expenditures during the quarter. Management believes the restructuring plan initiated late in the first quarter positions the Company to generate positive operating cash flow in the second half of fiscal 2023.

Conference Call

Aspen Group, Inc. will host a conference call to discuss its first quarter fiscal 2023 results and business outlook on Tuesday, September 13, 2022, at 4:30 p.m. ET. Aspen Group, Inc. will issue a press release reporting results after the market closes on that day. The conference call can be accessed by dialing toll-free (877) 704-4453 (U.S.) or (201) 389-0920 (International), passcode 13732189.

Subsequent to the call, a transcript of the audio cast will be available from the Company’s website at www.aspu.com. There will also be a seven-day dial-in replay which can be accessed by dialing toll-free (844) 512-2921 (U.S.) or (412) 317-6671 (International), passcode 13732189.

For additional information on the financial statements and performance, please refer to the Aspen Group, Inc. Form 10-Q for the first quarter of fiscal year 2023 and Q1 2023 Financial Results Presentation published on the Company’s website at www.aspu.com, on the Presentations page under Company Info.

Non-GAAP – Financial Measures

This press release includes both financial measures in accordance with Generally Accepted Accounting Principles, or GAAP, as well as non-GAAP financial measures. Generally, a non-GAAP financial measure is a numerical measure of a company’s performance, financial position or cash flows that either excludes or includes amounts that are not normally included or excluded in the most directly comparable measure calculated and presented in accordance with GAAP. Non-GAAP financial measures should be viewed as supplemental to, and should not be considered as alternatives to net income (loss), operating income (loss), and cash flow from operating activities, liquidity or any other financial measures. They may not be indicative of the historical operating results of AGI nor are they intended to be predictive of potential future results. Investors should not consider non-GAAP financial measures in isolation or as substitutes for performance measures calculated in accordance with GAAP.

Our management uses and relies on EBITDA, Adjusted EBITDA and Adjusted EBITDA Margin, which are non-GAAP financial measures. We believe that management, analysts, and shareholders benefit from referring to the following non-GAAP financial measures to evaluate and assess our core operating results from period-to-period after removing the impact of items that affect comparability. Our management recognizes that the non-GAAP financial measures have inherent limitations because of the excluded items described below.

We have included a reconciliation of our non-GAAP financial measures to the most comparable financial measures calculated in accordance with GAAP. We believe that providing the non-GAAP financial measures, together with the reconciliation to GAAP, helps investors make comparisons between AGI and other companies. In making any comparisons to other companies, investors need to be aware that companies use different non-GAAP measures to evaluate their financial performance. Investors should pay close attention to the specific definition being used and to the reconciliation between such measure and the corresponding GAAP measure provided by each company under applicable SEC rules.

AGI defines Adjusted EBITDA as EBITDA excluding: (1) bad debt expense; (2) stock-based compensation; and (3) non-recurring charges. The following table presents a reconciliation of net loss to EBITDA and Adjusted EBITDA and of net income (loss) margin to the Adjusted EBITDA margin:

The following tables present a reconciliation of net income (loss) to EBITDA and Adjusted EBITDA and of net income (loss) margin to the Adjusted EBITDA margin by business unit:

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NM - Not meaningful

Definitions

Lifetime Value ("LTV") – is calculated as the weighted average total amount of tuition and fees paid by every new student that enrolls in the Company’s universities, after giving effect to attrition.

Bookings – is defined by multiplying LTV by new student enrollments for each operating unit.

Average Revenue per Enrollment ("ARPU") – is defined by dividing total bookings by total enrollments.

Adjusted EBITDA Margin – is defined as Adjusted EBITDA divided by revenue. We believe Adjusted EBITDA margin is useful for management, analysts and investors as this measure allows for a more meaningful comparison between our performance and that of our competitors. Adjusted EBITDA margin has certain limitations in that it does not take into account the impact to our consolidated statement of operations of certain expenses.

Forward-Looking Statements

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 including the expected continued reduction in expenses, achieving positive operating cash flow in the second half of fiscal 2023, and closing an accounts receivable facility. The words “believe,” “may,” “estimate,” “continue,” “anticipate,” “intend,” “should,” “plan,” “could,” “target,” “potential,” “is likely,” “will,” “expect” and similar expressions, as they relate to us, are intended to identify forward-looking statements. We have based these forward-looking statements largely on our current expectations and projections about future events and financial trends that we believe may affect our financial condition, results of operations, business strategy and financial needs. Important factors that could cause actual results to differ from those in the forward-looking statements include the demand of nursing students for our programs, our graduates’ future NCLEX first time pass rates, our failure to favorably resolve the Arizona regulatory issues, student attrition, national and local economic factors, competition from nursing schools in local markets, the competitive impact from the trend of major non-profit universities using online education and consolidation among our competitors, and a myriad of risks which may affect our ability to close an accounts receivable financing ranging from locating a willing lender to contractual difficulties including covenants which prevent us from closing a facility. Other risks are included in our filings with the SEC including our Form 10-K for the year ended April 30, 2022, as amended by the Form 10-Q for the fiscal quarter ended July 31, 2022. Any forward-looking statement made by us herein speaks only as of the date on which it is made. Factors or events that could cause our actual results to differ may emerge from time to time, and it is not possible for us to predict all of them. We undertake no obligation to publicly update any forward-looking statement, whether as a result of new information, future developments or otherwise, except as may be required by law.

About Aspen Group, Inc.

Aspen Group, Inc. is an education technology holding company that leverages its infrastructure and expertise to allow its two universities, Aspen University and United States University, to deliver on the vision of making college affordable again.

Investor Relations Contact

Kim Rogers
Managing Director
Hayden IR
385-831-7337 
Kim@HaydenIR.com

GAAP Financial Statements

ASPEN GROUP, INC. AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

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ASPEN GROUP, INC. AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS (CONTINUED)

ASPEN GROUP, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF OPERATIONS

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ASPEN GROUP, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

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ASPEN GROUP, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS (CONTINUED)

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The following table provides a reconciliation of cash and cash equivalents and restricted cash reported within the accompanying consolidated balance sheet to the total amounts shown in the accompanying unaudited consolidated statements of cash flows: