UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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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): July 7, 2003
SCHOLASTIC CORPORATION
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(Exact name of registrant as specified in its charter)
DELAWARE 000-19860 13-3385513
(State or other jurisdiction of (Commission File Number) (IRS Employer Identification No.)
incorporation)
557 BROADWAY, NEW YORK, NEW YORK 10012
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (212) 343-6100
SCHOLASTIC CORPORATION
CURRENT REPORT ON FORM 8-K, DATED JULY 11, 2003
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ITEM 7. FINANCIAL STATEMENTS, PRO FORMA
FINANCIAL INFORMATION AND EXHIBITS
Exhibit
Number Description of Document
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99.1 Press release of Scholastic Corporation, dated July 7, 2003.
ITEM 12. RESULTS OF OPERATIONS AND FINANCIAL CONDITION
On July 7, 2003, Scholastic Corporation issued the press release attached hereto
as Exhibit 99.1 regarding estimates of results of operations for its quarter and
fiscal year ended May 31, 2003. In addition to guidance regarding expected
earnings per diluted share ("EPS") for those periods and the impact of a
previously announced special charge related to a workforce reduction, each
calculated in conformity with generally accepted accounting principles, the
press release also showed an amount obtained by excluding the special charge
from anticipated EPS in order to present such information for investors on a
more comparable basis to previous earnings guidance issued by Scholastic.
The information in this Current Report on Form 8-K, including Exhibits, is being
furnished to the Securities and Exchange Commission (the "SEC") and shall not be
deemed to be incorporated by reference into any of Scholastic's filings with the
SEC under the Securities Act of 1933.
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.
SCHOLASTIC CORPORATION
(Registrant)
Date: July 11, 2003 /s/ Kevin J. McEnery
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Kevin J. McEnery
Executive Vice President
& Chief Financial Officer
SCHOLASTIC CORPORATION
CURRENT REPORT ON FORM 8-K, DATED JULY 11, 2003
EXHIBIT INDEX
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Exhibit Number Description of Document
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Exhibit 99.1 Press release of Scholastic
Corporation, dated July 7, 2003.
EXHIBIT 99.1
CONTACTS:
Media: Judy Corman (212) 343-6833
Investors: Ray Marchuk (212) 343-6741
SCHOLASTIC EXPECTS FISCAL 2003 EARNINGS BELOW PREVIOUS GUIDANCE
NEW YORK, JULY 7, 2003 - Scholastic Corporation (NASDAQ: SCHL) today announced
that it expects to report earnings per diluted share in the range of $0.68 to
$0.73 for the fourth quarter and $1.42 to $1.47 for the fiscal year ended
May 31, 2003, including a previously announced special charge in both periods of
$0.17 per diluted share related to a workforce reduction announced in May.
Excluding the special charge, earnings are expected to be in the range of $0.85
to $0.90 for the fourth quarter and $l.59 to $l.64 for the fiscal year.
These estimates are lower than previous guidance primarily due to weaker than
expected fourth quarter results in trade books and to a lesser degree in book
fairs. These estimates do not reflect sales of the fifth Harry Potter book,
HARRY POTTER AND THE ORDER OF THE PHOENIX, released on June 21, 2003, which will
be recorded in the Company's 2004 fiscal year that began June 1, 2003.
Scholastic will announce its fiscal 2003 results after the market closes on
July 15 and will hold a meeting with the investment community on July 16 at
8:15 a.m. at its New York offices to review fiscal 2003 results as well as the
Company's outlook. The meeting will also be webcast.
ABOUT SCHOLASTIC
SCHOLASTIC CORPORATION (NMS:SCHL) is the world's largest publisher and
distributor of children's books. Scholastic creates quality educational and
entertaining materials and products for use in school and at home, including
children's books, textbooks, magazines, technology-based products, teacher
materials, television programming, videos and toys. The Company distributes its
products and services through a variety of channels, including proprietary
school-based book clubs, school-based book fairs, school-based and
direct-to-home continuity programs; retail stores, schools, libraries, and
television networks; and the Company's Internet Site, www.scholastic.com
(http://www.scholastic.com).
FORWARD-LOOKING STATEMENTS
This news release contains certain forward-looking statements. Such
forward-looking statements are subject to various risks and uncertainties
including the conditions of the children's book and educational materials
markets and acceptance of the Company's products within those markets and other
risks and factors identified from time to time in the Company's filings with the
Securities and Exchange Commission. Actual results could differ materially from
those currently anticipated.
