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): May 29, 2015
__________________
SCHOLASTIC CORPORATION
(Exact Name of Registrant as Specified in Charter)
__________________
000-19860
(Commission File Number)
| DELAWARE | 13-3385513 |
| (State or Other Jurisdiction of Incorporation) |
(I.R.S. Employer Identification No.)
|
|
557 BROADWAY, NEW YORK, NEW YORK |
10012 |
| (Address of Principal Executive Offices) | (Zip Code) |
(212) 343-6100
(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:
| ¨ | 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)) |
Item 8.01. Other Events.
Press Release Relating to Completion of Sale of Educational Technology and Services Business Segment to Houghton Mifflin Harcourt Company
On May 29, 2015, Scholastic Corporation (the “Company”) issued a press release announcing that it had completed the sale of its educational technology and services business segment for $575 million in cash, subject to adjustment, to Houghton Mifflin Harcourt Company.
A copy of the press release, dated May 29, 2015, announcing the completion of the sale is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
| Exhibit No. |
Description | |
| 99.1 | Press Release dated May 29, 2015, announcing the completion of the sale of its educational technology and services business segment to Houghton Mifflin Harcourt Company. |
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.
| Date: May 29, 2015 | SCHOLASTIC CORPORATION | |
| (Registrant) | ||
|
/s/ Andrew S. Hedden Name: Andrew S. Hedden Title: Executive Vice President and General Counsel | ||
Scholastic Completes Sale Of Educational Technology And Services Business Segment
NEW YORK, May 29, 2015 /PRNewswire/ -- Scholastic Corporation (NASDAQ: SCHL), the global children's publishing, education and media company, announced today it had completed the previously reported sale of its Educational Technology and Services business segment ("EdTech") to Houghton Mifflin Harcourt Company (NASDAQ: HMHC), including the equity in International Center for Leadership in Education and Tom Snyder Productions, Inc., for $575 million in cash, subject to adjustment. The sale was completed pursuant to a Stock and Asset Purchase Agreement entered into on April 24, 2015, as previously disclosed in a Current Report on Form 8-K filed with the Securities and Exchange Commission. With the completion of the sale, Scholastic will remain focused on growing its core children's book business, including school book clubs, book fairs and trade, and the publishing and sale to schools of print and digital instructional materials, both in the US and around the world, with a major presence in Canada, Australia, UK, and Asia.
Scholastic will provide information concerning the sale of the EdTech business, including unaudited pro forma condensed consolidated financial information of the Company reflecting the disposition of this business on a Form 8-K to be filed, as required, within four business days of the completion of the sale. Additional information will be issued in connection with the Company's fourth quarter earnings release and in the Company's subsequent Annual Report on Form 10-K in July 2015.
About Scholastic
Scholastic Corporation (NASDAQ: SCHL) is the world's largest publisher and distributor of children's books, a leading provider of print and digital instructional materials for pre-K to grade 12, and a producer of educational and entertaining children's media. The Company creates quality books and ebooks, print and technology-based learning materials and programs, classroom magazines and other products that, in combination, offer schools customized and comprehensive solutions to support children's learning both at school and at home. The Company also makes quality, affordable books available to all children through school-based book clubs and book fairs. With a 94 year history of service to schools and families, Scholastic continues to carry out its commitment to "Open a World of Possible" for all children. Learn more at www.scholastic.com.
SCHL: Financial
Logo - http://photos.prnewswire.com/prnh/20100914/SIRLOGO
CONTACT: Scholastic Corporation, Investors: Gil Dickoff, (212) 343-6741, investor_relations@scholastic.com; Media: Kyle Good, (212) 343-4563, kgood@scholastic.com