Form 6-K PEARSON PLC For: Aug 12
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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 August
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 Courseware Business in South
Africa
LONDON, 12 August 2022: In
March 2021, Pearson, the world's leading learning company,
announced a strategic review of its International Courseware local
publishing businesses. This transaction forms part of that process
and follows the disposal of our K12 business in Brazil and our K12
courseware French Canadian business, as well as agreements to sell
our K12 businesses in Italy, Germany, and Hong
Kong.
Today, Pearson announces that it has agreed
to sell its 75% share of the K12,
TVET and local Higher Education Courseware business in South Africa
to Novus Holdings Limited ("Novus Holdings"), with its headquarters
in Cape Town, South Africa, and listed on the Johannesburg Stock
Exchange (JSE). Novus Holdings is a specialised printing and
packaging manufacturing group which services customers across
sub-Saharan Africa through an extensive and diverse range of
products and solutions. The headline consideration of this
transaction is £53m, which will be received on completion,
subject to typical working capital and net debt changes and
adjusted to reflect our 75% share. The
transaction remains subject to customary closing conditions,
including regulatory and Novus Holdings shareholder
approval.
The South
African K12,
TVET and local Higher Education Courseware
business had
gross assets of £15m and net assets of £5m as at 30 June
2022. The businesses generated £44.4m of revenue and
£10.3m of adjusted operating profit in
2021.
The sale of this business concludes the review of our international
courseware local publishing businesses, where we have achieved a
blended multiple of 14.1x EV/EBITDA 2021.
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 £170m
in shares repurchased since launch.
In 2021, the businesses which we put under 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 £15m-£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, with an offset in the
transaction working capital adjustment, recorded within cash from
investing activities. As we announced recently, we have decided to
retain our Australian and English-speaking Canadian K12 Courseware
businesses to deliver increased shareholder value as part of the
Group.
BNP Paribas has acted as exclusive financial adviser to Pearson plc
regarding the review of its International Courseware local
publishing businesses.
---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
|
Forward looking statements:
Except for the historical information contained herein, the matters
discussed in this statement include forward-looking statements. In
particular, all statements that express forecasts, expectations,
and projections with respect to future matters, including trends in
results of operations, margins, growth rates, overall market
trends, the impact of interest or exchange rates, the availability
of financing, anticipated cost savings and synergies and the
execution of Pearson's strategy, are forward looking statements. By
their nature, forward-looking statements involve risks and
uncertainties because they relate to events and depend on
circumstances that will occur in future. They are based on numerous
assumptions regarding Pearson's present and future business
strategies and the environment in which it will operate in the
future. There are a number of factors which could cause actual
results and developments to differ materially from those expressed
or implied by these forward-looking statements, including a number
of factors outside Pearson's control. These include international,
national, and local conditions, as well as competition. They also
include other risks detailed from time to time in Pearson's
publicly filed documents and you are advised to read, in
particular, the risk factors set out in Pearson's latest annual
report and accounts, which can be found on its website
(www.pearsonplc.com/investors).
Any forward-looking statements speak only as of the date they are
made, and Pearson gives no undertaking to update forward-looking
statements to reflect any changes in its expectations with regard
thereto or any changes to events, conditions or circumstances on
which any such statement is based. Readers are cautioned not to
place undue reliance on such forward-looking
statements.
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.
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|
PEARSON
plc
|
|
|
|
|
Date: 12
August 2022
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By: /s/
NATALIE WHITE
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------------------------------------
|
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|
Natalie
White
|
|
|
Deputy
Company Secretary
|
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