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MarketScreener Homepage  >  Equities  >  Nasdaq  >  Scholastic Corporation    SCHL

SCHOLASTIC CORPORATION

(SCHL)
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SCHOLASTIC : Management's Discussion and Analysis of Financial Condition and Results of Operations ("MD&A") (form 10-Q)

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09/25/2020 | 05:13pm EDT

Overview and Outlook


Revenues for the first quarter ended August 31, 2020 were $215.2 million,
compared to $232.6 million in the prior fiscal year quarter, a decrease of $17.4
million. The Company reported a net loss per diluted share of Class A and Common
Stock of $1.16 in the first quarter of fiscal 2021, compared to a net loss per
diluted share of $1.68 in the prior fiscal year quarter.

The Company has executed on its cost-saving programs implemented to help
mitigate the impact of COVID-19, which improved the Company's quarterly
operating loss and cash used in operating activities year-over-year and
preserved the Company's capital position. Globally, best-selling titles within
the trade channel continued to perform well in the fiscal quarter ended August
31, 2020, including The Ballad of Songbirds and Snakes, which was released in
the fourth quarter of fiscal 2020. In addition, the Company benefited from
improved results across a number of education business lines, including digital
product subscriptions, teaching resources, summer literacy camps and summer
reading packs.

There is still uncertainty surrounding the duration and continued severity of
the COVID-19 pandemic and its forward impact on schools, and the Company has
implemented cost-saving programs targeted to improve its operations which are
expected to help mitigate lower revenue expectations for the book fairs and book
clubs channels as schools adapt to COVID-19 disruptions and delays. A
substantial portion of these cost-saving programs are also expected to bring
permanent improvements to the Company's cost structure and provide opportunities
for profitability as normal sales levels return. The trade channel is expected
to benefit from new titles such as Dav Pilkey's Dog Man: Grime and Punishment,
which was released in September, and J.K. Rowling's new title, The Ickabog®,
which is targeted for release in November, as well as recently announced
development deals for live-action feature films of book series, including
Caster™, Goosebumps®, Animorphs®, and The Magic School Bus®.

Results of Operations - Consolidated


Revenues for the quarter ended August 31, 2020 decreased to $215.2 million,
compared to $232.6 million in the prior fiscal year. The Children's Book
Publishing and Distribution segment revenues decreased by $18.7 million,
primarily driven by lower school-based channel revenues resulting from
COVID-impacted delays in school re-openings. In the Education segment, revenues
increased by $5.2 million, primarily due to higher sales of digital products in
literacy programs and magazines and sales of take-home Grab and Go reading
packs. In local currency, International segment revenues decreased by $4.3
million, primarily driven by lower revenues in the school-based channels in
Canada and the direct sales channel in Asia due to the impact of COVID-19,
partially offset by increased revenues in the trade channel across all
international markets. International segment revenues were impacted by favorable
foreign exchange of $0.4 million.

Components of Cost of goods sold for the three months ended August 31, 2020 and August 31, 2019 are as follows:

                                                                                              Three months ended
                                                                      August 31,                                                                    August 31,
                                                                         2020                                                                          2019
($ amounts in millions)                                          $                   % of Revenue                         $                   % of Revenue
Product, service and production costs               $              60.9                        28.3  %         $            68.2                        29.3  %
Royalty costs                                                      23.4                        10.9  %                      22.3                         9.6  %
Prepublication amortization                                         6.5                         3.0  %                       6.6                         2.8  %
Postage, freight, shipping, fulfillment and
other                                                              32.4                        15.0  %                      40.0                        17.2  %
Total                                               $             123.2                        57.2  %         $           137.1                        58.9  %



Cost of goods sold for the quarter ended August 31, 2020 was $123.2 million, or
57.2% of revenues, compared to $137.1 million, or 58.9% of revenues, in the
prior fiscal year quarter. The decrease in Cost of goods sold as a percentage of
revenue was primarily driven by favorable product cost due to the sales mix
within the education business, partially offset by higher royalty costs due to
the product mix of titles sold within the trade channel in the quarter ended
August 31, 2020.
                                       23
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SCHOLASTIC CORPORATION
Item 2. Management's Discussion and Analysis of Financial Condition and Results of
Operations ("MD&A")



Selling, general and administrative expenses in the quarter ended August 31,
2020 decreased to $121.5 million, compared to $163.1 million in the prior fiscal
year quarter. The $41.6 million decrease was due to the Company's COVID-related
cost-saving initiatives, which included employee furlough and reduced work week
programs and restructuring resulting in lower employee-related expenses, reduced
technology-related spending, improvements in operating and financial processes,
and other efforts to lower the Company's overall cost base. A substantial
portion of these cost-saving programs are expected to bring permanent
improvements to the Company's cost structure to meet the current economic
environment and provide opportunities for profitability as normal sales levels
return. The employee short-term furlough and reduced work week programs have
been discontinued as of the second quarter of fiscal 2021.

Depreciation and amortization expenses in the quarter ended August 31, 2020 were
$15.5 million, which is comparable to $15.4 million in the prior fiscal year
quarter.

Severance expense in the quarter ended August 31, 2020 was $12.0 million, compared to $4.4 million in the prior fiscal year quarter, which included charges of $12.0 million and $2.8 million for the three months ended August 31, 2020 and August 31, 2019, respectively, related to cost-reduction and restructuring programs.

Net interest expense in the quarter ended August 31, 2020 was $1.2 million compared to Net interest income of $0.7 million in the prior fiscal year quarter. The increase in Net interest expense is primarily due to interest expense on long-term debt borrowings.

The Company's effective tax rate for the quarter ended August 31, 2020 was 23.2%, compared to 32.8% in the prior fiscal year quarter.


Net loss for the quarter ended August 31, 2020 decreased by $18.7 million to
$39.8 million, compared to Net loss of $58.5 million in the prior fiscal year
quarter. Net loss per basic and diluted share of Class A and Common Stock was
$1.16 and $1.16, respectively, for the fiscal quarter ended August 31, 2020,
compared to a net loss per basic and diluted share of Class A and Common Stock
of $1.68 and $1.68, respectively, in the prior fiscal year quarter.

Results of Operations

Children's Book Publishing and Distribution

                                                          Three months ended
                                               August 31,                          August 31,                                     $                      %
($ amounts in millions)                           2020                                2019                                      change                change
Revenues                                     $          90.9            $             109.6            $       (18.7)                 (17.1) %
Cost of goods sold                                      54.6                           65.5                    (10.9)                 (16.6) %
Other operating expenses (1)                            65.5                           85.8                    (20.3)                 (23.7) %

Operating income (loss)                      $         (29.2)           $             (41.7)           $        12.5                   30.0  %
Operating margin                                           -  %                           -  %


(1) Other operating expenses include selling, general and administrative expenses, bad debt expenses and depreciation and amortization.


Revenues for the quarter ended August 31, 2020 decreased by $18.7 million to
$90.9 million, compared to $109.6 million in the prior fiscal year quarter. Book
fairs channel revenues decreased $14.3 million, primarily driven by lower fair
count, and book clubs channel revenues decreased $2.2 million due to declines in
sponsor engagement, both largely attributable to COVID-impacted school
re-openings. Trade channel revenues decreased by $2.2 million, primarily due to
a shift in the timing of the release of a new title in the popular Dog Man® book
series to the second quarter of fiscal 2021 compared to a first quarter release
in the prior fiscal year quarter.



                                       24
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SCHOLASTIC CORPORATION
Item 2. Management's Discussion and Analysis of Financial Condition and Results of
Operations ("MD&A")


This decrease was partially offset by sales of frontlist titles including The
Ballad of Songbirds and Snakes (A Hunger Games Novel), Logan Likes Mary Anne!
(The Baby-Sitters Club® Graphix #8), Captain Underpants and the Revolting
Revenge of the Radioactive Robo-Boxers (Color Edition), The Bad Guys in the Dawn
of the Underlord (The Bad Guys® #11), Karen's Roller Skates (Baby-Sitters Little
Sister® Graphic Novel #2); Forget Me Nat (Nat Enough #2), and You Should See Me
in a Crown by best-selling author Leah Johnson, as well as increased sales of
workbooks within the Company's Scholastic Early LearnersTM and BOB Books® lines
and higher audio book sales.

Cost of goods sold for the quarter ended August 31, 2020 was $54.6 million, or
60.1% of revenues, compared to $65.5 million, or 59.8% of revenues, in the prior
fiscal year quarter. The increase in Cost of goods sold as a percentage of
revenues was primarily driven by higher royalty costs associated with the
product mix within the trade channel.

Other operating expenses for the quarter ended August 31, 2020 decreased to
$65.5 million, compared to $85.8 million in the prior fiscal year quarter. The
decrease was attributable to cost-saving measures, which primarily resulted in a
reduction in employee-related costs across all channels in the segment, as well
as the temporary closure of book fair distribution facilities.

Segment operating loss for the quarter ended August 31, 2020 was $29.2 million,
compared to an operating loss of $41.7 million in the prior fiscal year quarter.
The $12.5 million improvement was primarily driven by cost-saving measures,
which resulted in a decrease in employee-related costs and warehouse and
distribution center costs. The Company expects continued impact from COVID-19
and related school re-opening issues, and continues to monitor costs in the
school channels, while simultaneously preparing itself to be in a position to
respond to varied customer requirements which may emerge as a result of the
pandemic.

Education
                                                          Three months ended
                                               August 31,                          August 31,                                     $                      %
($ amounts in millions)                           2020                                2019                                      change                change
Revenues                                     $          53.6            $              48.4            $         5.2                   10.7  %
Cost of goods sold                                      22.6                           20.9                      1.7                    8.1  %
Other operating expenses (1)                            33.2                           40.9                     (7.7)                 (18.8) %

Operating income (loss)                      $          (2.2)           $             (13.4)           $        11.2                   83.6  %
Operating margin                                           -  %                           -  %


(1) Other operating expenses include selling, general and administrative expenses, bad debt expenses and depreciation and amortization.


Revenues for the quarter ended August 31, 2020 increased to $53.6 million,
compared to $48.4 million in the prior fiscal year quarter. The $5.2 million
increase was primarily due to higher sales of instructional programs, including
programs provided through the Company's Summer LitCamp® partnership with
BellXcell® Summer, as well as the Company's line of Grab and Go summer reading
packs. Digital revenues also increased in the quarter ended August 31, 2020,
which included a large school district sale of Scholastic Literacy Pro® and
F.I.R.S.T.®, digital programs for independent reading and foundational reading
skills, respectively. The Company's teaching resources business revenues
increased from sales of products such as First Little Readers™ packs and
teaching guides and Jumbo and Summer Express activity books.

Cost of goods sold for the quarter ended August 31, 2020 was $22.6 million, or
42.2% of revenues, compared to $20.9 million, or 43.2% of revenues, in the prior
fiscal year quarter. The decrease in Cost of goods sold as a percentage of
revenues was primarily due to favorable product mix from higher digital sales
and take-home packs, partially offset by higher postage costs.

Other operating expenses for the quarter ended August 31, 2020 decreased to
$33.2 million, compared to $40.9 million in the prior fiscal year quarter. The
$7.7 million decrease was primarily related to a decrease in employee-related
costs as a result of cost-saving measures implemented to mitigate the impact of
COVID-19.

                                       25
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SCHOLASTIC CORPORATION
Item 2. Management's Discussion and Analysis of Financial Condition and Results of
Operations ("MD&A")


Segment operating loss for the quarter ended August 31, 2020 was $2.2 million,
compared to an operating loss of $13.4 million in the prior fiscal year quarter.
The $11.2 million improvement was primarily driven by revenue increases in a
number of education business lines, including digital product subscriptions,
teaching resources, summer literacy camps and summer reading programs, coupled
with cost-saving measures taken to mitigate the impact of COVID-19.

International
                                                          Three months ended
                                               August 31,                          August 31,                                     $                     %
($ amounts in millions)                           2020                                2019                                      change                change
Revenues                                     $          70.7            $                 74.6         $        (3.9)                  (5.2) %
Cost of goods sold                                      37.6                              38.7                  (1.1)                  (2.8) %
Other operating expenses (1)                            27.9                              39.6                 (11.7)                 (29.5) %

Operating income (loss)                      $           5.2            $                (3.7)         $         8.9                  240.5  %
Operating margin                                         7.4  %                           -  %


(1) Other operating expenses include selling, general and administrative expenses, bad debt expenses, severance and depreciation and amortization.


Revenues for the quarter ended August 31, 2020 decreased to $70.7 million,
compared to $74.6 million in the prior fiscal year quarter. Local currency
revenues across the Company's foreign operations decreased by $4.3 million
partially offset by favorable foreign exchange of $0.4 million. In Canada, local
currency revenues decreased $1.5 million, primarily driven by lower school-based
channel sales resulting from the impact of COVID-19, partially offset by
increased sales of best-selling trade titles. In the UK, local currency revenues
decreased $0.2 million, primarily due to lower volumes in the book fairs
channel, partially offset by increased book clubs sales from parent-to-home
orders and demand for digital product, as well as increased sales of the Hunger
Games® titles within the trade channel. Australia and New Zealand local currency
revenues increased $1.5 million, primarily on higher revenue from the trade and
book clubs channels, partially offset by lower volumes in the book fairs
channel. In Asia, local currency revenues decreased $4.9 million primarily
related to lower revenues from the direct sales channel due in part to the
adverse impact of COVID-19. In addition, revenues from the export and foreign
rights channels increased a total of $0.8 million compared to the prior fiscal
year quarter.

Cost of goods sold for the quarter ended August 31, 2020 was $37.6 million, or
53.2% of revenues, compared to $38.7 million, or 51.9% of revenues, in the prior
fiscal year quarter. The higher cost of goods sold as a percentage of revenue
was driven by higher royalty costs due to a sales shift to trade titles with
higher royalty rates.

Other operating expenses for the quarter ended August 31, 2020 were $27.9
million, compared to $39.6 million in the prior fiscal year quarter. Other
operating expenses decreased $11.7 million primarily driven by COVID-related
governmental employee retention programs in Australia, Canada, and the UK, which
are expected to cease in fiscal 2021, in addition to lower employee-related
expenses as a result of cost-saving programs implemented by the Company. This
decrease was partially offset by severance expense of $1.0 million in the
quarter ended August 31, 2020 related to the cost-reduction measures.

Segment operating income for the quarter ended August 31, 2020 was $5.2 million,
compared to segment operating loss of $3.7 million in the prior fiscal year
quarter. Total local currency operating results across the Company's foreign
operations increased $8.7 million, primarily driven by COVID-related
governmental employee retention programs and lower employee-related costs as a
result of cost-saving measures, in addition to increased trade channel revenues,
partially offset by lower revenues in the book fairs and direct sales channels.

Overhead


Unallocated overhead expense for the quarter ended August 31, 2020 increased by
$2.2 million to $30.8 million, from $28.6 million in the prior fiscal year
quarter. Severance expense, related to cost-reduction programs, increased by
$8.2 million to $11.0 million, compared to $2.8 million in the prior fiscal year
quarter.
                                       26
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SCHOLASTIC CORPORATION
Item 2. Management's Discussion and Analysis of Financial Condition and Results of
Operations ("MD&A")


The increase was partially offset by lower employee-related costs and
technology-related spending in an effort to mitigate the impact on operating
income of lower sales volumes due to COVID-19, as well as the absence of a $1.5
million settlement, without admission of liability, for an alleged patent
infringement that occurred in the prior year fiscal quarter.

Seasonality


The Company's Children's Book Publishing and Distribution school-based book club
and book fair channels and most of its Education businesses operate on a
school-year basis; therefore, the Company's business is highly seasonal. As a
result, the Company's revenues in the first and third quarters of the fiscal
year generally are lower than its revenues in the other two fiscal quarters.
Typically, school-based channels and magazine revenues are minimal in the first
quarter of the fiscal year as schools are not in session. Trade sales can vary
throughout the year due to varying release dates of published titles. While the
Company generally experiences a loss from operations in the first and third
quarters of each fiscal year, the second quarter of fiscal 2021, ending November
30, 2020, which is traditionally an income quarter, is expected to be negatively
impacted by the COVID-19 pandemic. Presently, there are many uncertainties
concerning the timing of, and any patterns which may emerge from, school
re-openings for the new school year, and the nature and continuing magnitude of
the negative impact of COVID-19 into and beyond the second quarter of fiscal
2021 will depend on the actual timing and emerging patterns of such re-openings
throughout the United States.

Liquidity and Capital Resources


Cash used by operating activities was $26.0 million for the three months ended
August 31, 2020, compared to cash used by operating activities of $97.6 million
for the prior fiscal year quarter, representing a decrease in cash used by
operating activities of $71.6 million. While there were lower revenues in the
quarter ended August 31, 2020, the cost-saving measures taken by the Company
resulted in a decrease in cash used compared to the prior fiscal year quarter.
The Company modified inventory procurement and other activities, which usually
ramp up in advance of the back-to-school selling season, to adapt to the
anticipated impact of the COVID-related delays in school re-openings. In
addition, there was an overall reduction in general spending as part of the
cost-saving programs, such as lower payroll spending due to employee furlough
programs, lower spending on non-essential projects, and limitations on
expenditures related to travel, events, and conferences. The Company intends to
continue to limit spending in view of the economic uncertainty brought on by the
global pandemic.

Cash used in investing activities was $8.9 million for the three months ended
August 31, 2020, compared to cash used in investing activities of $24.3 million
in the prior fiscal year quarter, representing a decrease in cash used in
investing activities of $15.4 million. The decrease in cash used was primarily
driven by the net proceeds from the sale of the Danbury facility of $12.3
million and the absence of the UK land acquisition of $3.3 million which
occurred in the prior fiscal year quarter. The Company intends to continue to
limit investment spending in view of the economic uncertainty brought on by the
global pandemic.

Cash used in financing activities was $5.3 million for the three months ended
August 31, 2020, compared to cash used in financing activities of $12.3 million
for the prior fiscal year quarter, representing a decrease in cash used in
financing activities of $7.0 million. The decrease in cash used is primarily
related to the suspension of the Company's share buy back program pursuant to
which $12.6 million of common stock was reacquired in the prior fiscal year
quarter. This was partially offset by lower short-term credit facility net
borrowings of $7.8 million.

Cash Position


The Company's cash and cash equivalents totaled $355.5 million at August 31,
2020, $393.8 million at May 31, 2020 and $199.4 million at August 31, 2019. Cash
and cash equivalents held by the Company's U.S. operations totaled $323.7
million at August 31, 2020, $364.2 million at May 31, 2020 and $177.5 million at
August 31, 2019.

                                       27
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SCHOLASTIC CORPORATION
Item 2. Management's Discussion and Analysis of Financial Condition and Results of
Operations ("MD&A")


Due to the seasonal nature of its business as discussed under "Seasonality"
above, the Company usually experiences negative cash flows in the June through
October time period. As a result of the Company's business cycle, borrowings
have historically increased during June, July and August, have generally peaked
in September or October, and have been at their lowest point in May. The Company
expects lower cash receipts from its school channel businesses in the second
quarter of fiscal 2021 as a result of the effects of COVID-19 on school
re-openings, resulting in lower book fairs and book clubs revenues. As a
precautionary measure in the context of the COVID-19 pandemic, the Company
accessed its $375.0 million committed bank credit facility in the fourth quarter
of fiscal 2020 by taking a U.S. dollar LIBOR-based advance for $200.0 million,
although there continues to be no immediate working capital requirement.

The Company's operating philosophy is to use cash provided by operating
activities to create value by paying down debt, reinvesting in existing
businesses and, from time to time, making acquisitions that will complement its
portfolio of businesses or acquiring other strategic assets, as well as engaging
in shareholder enhancement initiatives, such as share repurchases or dividend
declarations. The Company's open-market buy-back program continues to be
suspended in the face of COVID-19 uncertainties.

The Company has maintained, and expects to maintain for the foreseeable future,
sufficient liquidity to fund ongoing operations, including working capital
requirements, pension contributions, postretirement benefits, debt service,
planned capital expenditures and other investments, as well as dividends and
share repurchases as appropriate in the context of COVID-19 considerations. As
of August 31, 2020, the Company's primary sources of liquidity consisted of cash
and cash equivalents of $355.5 million, cash from operations and the Company's
loan agreements in the US and the UK totaling $386.4 million, less borrowings of
$211.4 million and commitments of $0.4 million, resulting in $174.6 million of
availability. The Company may at any time, but in any event not more than once
in any calendar year, request that the aggregate availability of credit under
the US Loan Agreement be increased by an amount of $10.0 million or an integral
multiple of $10.0 million (but not to exceed $150.0 million). Additionally, the
Company has short-term credit facilities of $55.2 million, less current
borrowings of $8.5 million and commitments of $3.9 million, resulting in $42.8
million of current availability at August 31, 2020. Accordingly, the Company
believes these sources of liquidity are sufficient to finance its currently
anticipated ongoing operating needs, as well as its financing and investing
activities, taking COVID-19 into consideration.

Financing


The Company is party to the US and UK Loan Agreements and certain credit lines
with various banks as described in Note 4 of Notes to Condensed Consolidated
Financial Statements - unaudited in Item 1, "Financial Statements." The Company
had $200.0 million in outstanding borrowings under the US Loan Agreement as of
August 31, 2020. On September 23, 2019, Scholastic Limited UK entered into a
term loan agreement to borrow £2.0 million to fund a land purchase in connection
with the construction of the new UK facility. The loan has a maturity date of
July 31, 2021. As of August 31, 2020, the Company had $2.7 million outstanding
on the loan. On January 24, 2020, Scholastic Limited UK entered into a term loan
facility with a borrowing limit of £6.6 million to fund the construction of the
new UK facility. The loan has a maturity date of July 31, 2021. As of August 31,
2020, the Company had $8.7 million outstanding on the loan.

New Accounting Pronouncements


Reference is made to Note 1 of Notes to Financial Statements - unaudited in Item
1, "Financial Statements," for information concerning recent accounting
pronouncements since the filing of the Company's Annual Report on Form 10-K for
the fiscal year ended May 31, 2020.

                                       28
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SCHOLASTIC CORPORATION
Item 2. Management's Discussion and Analysis of Financial Condition and Results of
Operations ("MD&A")


Forward Looking Statements

This Quarterly Report on Form 10-Q contains forward-looking statements.
Additional written and oral forward-looking statements may be made by the
Company from time to time in Securities and Exchange Commission ("SEC") filings
and otherwise. The Company cautions readers that results or expectations
expressed by forward-looking statements, including, without limitation, those
relating to the Company's future business prospects and strategic plans,
ecommerce and digital initiatives, new product introductions, strategies, new
education standards, goals, revenues, improved efficiencies, general costs,
manufacturing costs, medical costs, potential cost savings, merit pay, operating
margins, working capital, liquidity, capital needs, the cost and timing of
capital projects, interest costs, cash flows and income, are subject to risks
and uncertainties, including, in particular, how the foregoing may be affected
by developments in the context of the current COVID-19 pandemic and measures or
responses of governmental authorities, business suppliers or customers, which
may have an impact on the Company's operations and could cause actual results to
differ materially from those indicated in the forward-looking statements, due to
factors including those noted in the Annual Report and this Quarterly Report and
other risks and factors identified from time to time in the Company's filings
with the SEC. The Company disclaims any intention or obligation to update or
revise forward-looking statements, whether as a result of new information,
future events or otherwise.

                                       29
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SCHOLASTIC CORPORATION

© Edgar Online, source Glimpses


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