Disposal
Reed Elsevier PLC
16 July 2007
NEWS RELEASE
For immediate release 16 July 2007
Issued on behalf of Reed Elsevier PLC and Reed Elsevier NV
Reed Elsevier announces sale of Harcourt US Schools Education Business to
Houghton Mifflin Riverdeep Group for $4.0 billion
Reed Elsevier is pleased to announce today that it has entered into a definitive
agreement to sell its Harcourt US Schools Education business to Houghton Mifflin
Riverdeep Group for a consideration of $4.0 billion, with $3.7 billion payable
in cash and $0.3 billion payable in common stock of Houghton Mifflin Riverdeep
Group.
On completion of the sale and the previously announced disposal of Harcourt
Assessment and Harcourt Education International to Pearson plc, Reed Elsevier
will have sold the whole of its Harcourt Education division for total gross
proceeds of $4.95 billion, representing 20.8x 2006 adjusted operating profit.
The sale of the US Schools Education businesses is expected to complete by the
first half of 2008 following US regulatory review.
Reed Elsevier announced its intention to sell its Harcourt Education division in
February this year in order to sharpen its strategic focus on the growing
digital opportunities in its Scientific & Medical, Legal and Business divisions.
The sale of Harcourt Education will help create a more focused and cohesive
business, well placed to deliver consistent adjusted earnings per share growth
of a minimum of 10% annually at constant currencies.
The Harcourt Education division was largely acquired by Reed Elsevier in July
2001 as part of its acquisition of Harcourt General Inc which also brought Reed
Elsevier a strong science journals business and a leading position in the
growing health sciences market. The education businesses accounted for $2.1
billion of the consideration paid for Harcourt General Inc.
The Harcourt Education division reported 2006 total revenues of $1,637 million
and adjusted operating profits, before the amortisation of acquired intangible
assets, of $238 million, of which the Harcourt US Schools Education business
contributed $1,113 million and $228 million respectively. The capital employed
of the Harcourt Education division as at 31 December 2006 was $2,580 million,
including goodwill and intangible assets, of which the US Schools Education
business was $1,978 million, with gross assets of $2,174 million.
The aggregate net proceeds of the sale of the Harcourt Education division, after
taxes and other separation and transaction costs, are estimated to be
approximately $4.0 billion. It is intended to return the net proceeds to Reed
Elsevier shareholders, following completion of the sale transactions expected in
the first half of 2008, by way of special dividend followed by a corresponding
consolidation of the outstanding share capital.
Commenting, Sir Crispin Davis, Chief Executive Officer of Reed Elsevier, said:
'We are pleased to announce the sale of the Harcourt US Schools business at a
price that recognises the exceptional quality of the Harcourt assets and of its
management and staff.
'Following the sale, Reed Elsevier will be a sharper and more focused company.
With our leading brands and authoritative content, we are well positioned to
maximise the digital opportunities in our chosen markets.'
UBS Investment Bank has acted as financial advisor to Reed Elsevier on the sale
of the Harcourt Education division.
- ENDS -
Enquiries
Sybella Stanley (Investors)
+44 20 7166 5630
Patrick Kerr (Media)
+44 20 7166 5646
This statement contains forward looking statements within the meaning of Section
27A of the Securities Act 1933, as amended, and Section 21E of the Securities
Exchange Act 1934, as amended. These statements are subject to a number of risks
and uncertainties and actual results and events could differ materially from
those currently being anticipated as reflected in such forward looking
statements. The terms 'expect', 'should be', 'will be', and similar expressions
identify forward looking statements.
Notes to editors
The Harcourt US Schools Education business comprises the basal and supplemental
publishers Harcourt School Publishers and Holt, Rinehart and Winston,
respectively leading US elementary and secondary school publishers, and
Greenwood-Heinemann and Harcourt Trade Publishers, respectively the publisher of
teachers' development and library resources and the specialist US trade
publisher.
Reed Elsevier announced on 4 May 2007 that it had agreed to sell Harcourt
Assessment and Harcourt Education International to Pearson plc for $950 million.
The sales of the International education businesses in the UK, Australia and New
Zealand have completed. The sales of the education business in South Africa, the
Global Library business and Harcourt Assessment remain subject to regulatory
review.
Reed Elsevier is a world leading publisher and information provider. It is owned
equally by its two parent companies, Reed Elsevier PLC and Reed Elsevier NV. The
parent companies are listed on the London, Amsterdam and New York Stock
Exchanges, under the following ticker symbols: London: REL; Amsterdam: REN; New
York: RUK and ENL. In 2006, Reed Elsevier made adjusted profit before taxation
of £1,052 million on turnover of £5,398 million. The group employs 37,000
people, including approximately 20,000 in North America. Operating in the
scientific, legal, educational and business-to-business sectors, Reed Elsevier
provides high value and flexible information solutions to professional end
users, with increasing emphasis on internet delivery.
This information is provided by RNS
The company news service from the London Stock Exchange
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