Form 6-K PEARSON PLC For: Jun 07
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16 UNDER
THE SECURITIES EXCHANGE ACT OF 1934
For the
month of June 2022
PEARSON plc
(Exact
name of registrant as specified in its charter)
N/A
(Translation
of registrant's name into English)
80 Strand
London, England WC2R 0RL
44-20-7010-2000
(Address
of principal executive office)
Indicate
by check mark whether the Registrant files or will file annual
reports
under
cover of Form 20-F or Form 40-F:
Form
20-F
X
Form 40-F
Indicate
by check mark whether the Registrant by furnishing the
information
contained
in this Form is also thereby furnishing the information to
the
Commission
pursuant to Rule 12g3-2(b) under the Securities Exchange Act of
1934
Yes
No X
Pearson Announces Sale of Local K12 Courseware Businesses in Italy
& Germany
LONDON, 07 JUNE 2022: In March 2021, Pearson, the
world's leading learning company, announced a strategic review of
its International Courseware local publishing businesses. As part
of this review, Pearson already completed the disposal of its
Brazilian sistemas business in October 2021 for R$789m
(£108m).
Today, Pearson announces that it has agreed
to sell its local K12
Courseware businesses in Italy and Germany to Sanoma Corporation, a
leading European K12 learning services company operating in 11
countries and listed in Nasdaq Helsinki (SAA1V). The headline
consideration of this transaction is £163m, which will be paid
in cash on completion, subject to typical working capital
adjustments. Under
the terms of the transaction, Pearson will also enter into an
agreement with Sanoma for it to distribute Pearson's English
Language Teaching products in Italy.
As previously stated, the proceeds of this transaction were
anticipated in the decision to commence Pearson's £350m share
buyback programme, which is progressing well, with over £100m
in shares repurchased since launch.
The Italian
and German local K12
Courseware businesses had
gross assets of c.£135m and net assets of c.£105m as at
31 December 2021[1].The
businesses generated c.£90m of revenue and c.£9m of
adjusted operating profit in 2021. The enterprise value represents
an EV / 2021 EBITDA multiple of 15.5x.
In 2021, the businesses that are the subject of strategic review
("strategic review businesses") contributed revenue of £252m,
and £22m in adjusted operating profit. The impact of disposals
of strategic review businesses on Pearson's 2022 adjusted operating
profit will depend upon the timing of transaction completions, but
is expected to be c.£15-20m, reflecting the second half
weighting of their financial contributions. Operating cash flow for
these businesses is weighted to Q4 and the timing of completion is
therefore also likely to impact operating cash conversion in 2022.
This cash impact will be offset by the transaction working capital
adjustment, recorded within cash from investing
activities.
Pearson continues to make good progress in the remaining areas of
the strategic review and will provide a further update on this in
due course.
BNP Paribas has acted as exclusive financial adviser to Pearson plc
regarding the review of its International Courseware local
publishing businesses.
This announcement contains inside information.
---ENDS---
Contacts
|
Investor Relations
|
Jo
Russell
James
Caddy
|
+44
(0) 7785 451 266
+44
(0) 7825 948 218
|
|
Media
|
Tom
Steiner
Gemma
Terry
|
+44
(0) 7787 415 891
+44
(0) 7841 363 216
|
|
Teneo
|
Charles
Armitstead
|
+44
(0) 7703 330 269
|
[1] Gross asset value and
net asset value figures are unaudited as at 31 December
2021
SIGNATURE
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, thereunto duly authorized.
|
|
PEARSON
plc
|
|
|
|
|
Date: 07
June 2022
|
|
|
|
By: /s/
NATALIE WHITE
|
|
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|
|
|
------------------------------------
|
|
|
Natalie
White
|
|
|
Deputy
Company Secretary
|
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