Document_and_Entity_Informatio
Document and Entity Information | 3 Months Ended | |
Mar. 31, 2015 | Apr. 30, 2015 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | FALSE | |
Document Period End Date | 31-Mar-15 | |
Document Fiscal Year Focus | 2015 | |
Document Fiscal Period Focus | Q1 | |
Trading Symbol | HMHC | |
Entity Registrant Name | Houghton Mifflin Harcourt Co | |
Entity Central Index Key | 1580156 | |
Current Fiscal Year End Date | -19 | |
Entity Filer Category | Large Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 143,420,477 |
Consolidated_Balance_Sheets
Consolidated Balance Sheets (USD $) | Mar. 31, 2015 | Dec. 31, 2014 |
In Thousands, unless otherwise specified | ||
Current assets | ||
Cash and cash equivalents | $562,037 | $456,581 |
Short-term investments | 286,764 | |
Accounts receivable, net of allowance for bad debts and book returns of $29.4 million and $27.8 million, respectively | 196,803 | 255,669 |
Inventories | 213,445 | 183,961 |
Deferred income taxes | 20,459 | |
Prepaid expenses and other assets | 21,131 | 18,665 |
Total current assets | 993,416 | 1,222,099 |
Property, plant, and equipment, net | 133,664 | 138,362 |
Pre-publication costs, net | 232,198 | 236,995 |
Royalty advances to authors, net | 47,498 | 46,777 |
Goodwill | 532,921 | 532,921 |
Other intangible assets, net | 775,608 | 801,969 |
Deferred income taxes | 3,705 | 3,705 |
Other assets | 23,519 | 28,279 |
Total assets | 2,742,529 | 3,011,107 |
Current liabilities | ||
Current portion of long-term debt | 2,500 | 67,500 |
Accounts payable | 76,988 | 51,266 |
Royalties payable | 55,935 | 80,089 |
Salaries, wages, and commissions payable | 17,057 | 59,733 |
Deferred revenue | 154,391 | 157,016 |
Interest payable | 40 | 47 |
Severance and other charges | 5,876 | 5,928 |
Accrued postretirement benefits | 2,037 | 2,037 |
Other liabilities | 37,650 | 27,015 |
Total current liabilities | 352,474 | 450,631 |
Long-term debt | 176,449 | 175,625 |
Long-term deferred revenue | 357,985 | 370,103 |
Accrued pension benefits | 17,826 | 18,525 |
Accrued postretirement benefits | 25,844 | 26,500 |
Deferred income taxes | 106,230 | 112,220 |
Other liabilities | 95,513 | 97,823 |
Total liabilities | 1,132,321 | 1,251,427 |
Commitments and contingencies (Note 11) | ||
Stockholders' equity | ||
Preferred stock, $0.01 par value: 20,000,000 shares authorized; no shares issued and outstanding at March 31, 2015 and December 31, 2014 | ||
Common stock, $0.01 par value: 380,000,000 shares authorized; 143,247,899 and 142,000,019 shares issued at March 31, 2015 and December 31, 2014, respectively; and 143,165,877 and 141,917,997 shares outstanding at March 31, 2015 and December 31, 2014, respectively | 1,432 | 1,420 |
Treasury stock, 82,022 shares as of March 31, 2015 and December 31, 2014 | 0 | 0 |
Capital in excess of par value | 4,796,427 | 4,784,962 |
Accumulated deficit | -3,159,853 | -2,999,913 |
Accumulated other comprehensive loss | -27,798 | -26,789 |
Total stockholders' equity | 1,610,208 | 1,759,680 |
Total liabilities and stockholders' equity | $2,742,529 | $3,011,107 |
Consolidated_Balance_Sheets_Pa
Consolidated Balance Sheets (Parenthetical) (USD $) | Mar. 31, 2015 | Dec. 31, 2014 |
In Millions, except Share data, unless otherwise specified | ||
Statement of Financial Position [Abstract] | ||
Accounts receivable, allowance for bad debts and book returns | $29.40 | $27.80 |
Preferred stock, par value | $0.01 | $0.01 |
Preferred stock, shares authorized | 20,000,000 | 20,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value | $0.01 | $0.01 |
Common stock, shares authorized | 380,000,000 | 380,000,000 |
Common stock, shares issued | 143,247,899 | 142,000,019 |
Common stock, shares outstanding | 143,165,877 | 141,917,997 |
Treasury stock, shares | 82,022 | 82,022 |
Consolidated_Statements_of_Ope
Consolidated Statements of Operations (USD $) | 3 Months Ended | |
In Thousands, except Share data, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Income Statement [Abstract] | ||
Net sales | $162,669 | $153,933 |
Costs and expenses | ||
Cost of sales, excluding pre-publication and publishing rights amortization | 96,569 | 92,648 |
Publishing rights amortization | 23,143 | 30,751 |
Pre-publication amortization | 26,463 | 28,974 |
Cost of sales | 146,175 | 152,373 |
Selling and administrative | 143,009 | 137,010 |
Other intangible asset amortization | 3,218 | 2,945 |
Severance and other charges | 1,057 | 1,757 |
Operating loss | -130,790 | -140,152 |
Other income (expense) | ||
Interest expense | -5,954 | -4,297 |
Change in fair value of derivative instruments | -2,220 | -103 |
Loss before taxes | -138,964 | -144,552 |
Income tax expense | 20,976 | 1,783 |
Net loss | ($159,940) | ($146,335) |
Net loss per share attributable to common stockholders | ||
Basic | ($1.12) | ($1.05) |
Diluted | ($1.12) | ($1.05) |
Weighted average shares outstanding | ||
Basic | 142,364,327 | 139,982,297 |
Diluted | 142,364,327 | 139,982,297 |
Consolidated_Statements_of_Com
Consolidated Statements of Comprehensive Loss (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Statement of Comprehensive Income [Abstract] | ||
Net loss | ($159,940) | ($146,335) |
Other comprehensive (loss) income, net of taxes: | ||
Foreign currency translation adjustments | -1,009 | 203 |
Unrealized gain on short-term investments | 9 | |
Other comprehensive (loss) income, net of taxes | -1,009 | 212 |
Comprehensive loss | ($160,949) | ($146,123) |
Consolidated_Statements_of_Cas
Consolidated Statements of Cash Flows (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Cash flows from operating activities | ||
Net loss | ($159,940) | ($146,335) |
Adjustments to reconcile net loss to net cash used in operating activities | ||
Depreciation and amortization expense | 71,234 | 79,909 |
Amortization of deferred financing costs | 3,209 | 1,188 |
Deferred income taxes | 14,469 | 947 |
Stock-based compensation expense | 3,095 | 2,397 |
Change in fair value of derivative instruments | 2,220 | 103 |
Changes in operating assets and liabilities | ||
Accounts receivable | 58,866 | 57,854 |
Inventories | -29,484 | -26,637 |
Accounts payable and accrued expenses | -21,670 | -34,269 |
Royalties, net | -24,875 | -21,112 |
Deferred revenue | -14,743 | -9,443 |
Interest payable | -7 | -7 |
Severance and other charges | -1,116 | -1,769 |
Accrued pension and postretirement benefits | -1,355 | -2,941 |
Other, net | 7,166 | -2,429 |
Net cash used in operating activities | -92,931 | -102,544 |
Cash flows from investing activities | ||
Proceeds from sales and maturities of short-term investments | 286,732 | 19,000 |
Purchases of short-term investments | -8,053 | |
Additions to pre-publication costs | -18,229 | -38,283 |
Additions to property, plant, and equipment | -14,115 | -14,994 |
Net cash provided by (used in) investing activities | 254,388 | -42,330 |
Cash flows from financing activities | ||
Payments of long-term debt | -64,176 | -625 |
Tax withholding payments related to net share settlements of restricted stock units | -124 | -366 |
Proceeds from stock option exercises | 8,299 | |
Net cash used in financing activities | -56,001 | -991 |
Net increase (decrease) in cash and cash equivalents | 105,456 | -145,865 |
Cash and cash equivalents | ||
Beginning of period | 456,581 | 313,628 |
Net increase (decrease) in cash and cash equivalents | 105,456 | -145,865 |
End of period | 562,037 | 167,763 |
Supplementary disclosure of cash flow information | ||
Property, plant, and equipment acquired under capital leases (noncash) | 2,980 | 4,272 |
Pre-publication Costs [Member] | ||
Supplementary disclosure of cash flow information | ||
Costs included in accounts payable (noncash) | 9,798 | 13,176 |
Property, Plant, and Equipment [Member] | ||
Supplementary disclosure of cash flow information | ||
Costs included in accounts payable (noncash) | $3,396 | $3,136 |
Basis_of_Presentation
Basis of Presentation | 3 Months Ended | |
Mar. 31, 2015 | ||
Accounting Policies [Abstract] | ||
Basis of Presentation | 1 | Basis of Presentation |
Houghton Mifflin Harcourt Company (“HMH”, “Houghton Mifflin Harcourt”, “we”, “us”, “our”, or the “Company”) is a global learning company, specializing in education solutions across a variety of media, delivering content, services and technology to over 50 million students in over 150 countries worldwide. We deliver our offerings to both educational institutions and consumers around the world. In the United States, we are the leading provider of Kindergarten through twelfth grade (K-12) educational content by market share. We believe that nearly every current K-12 student in the United States has utilized our content during the course of his or her education. As a result, we believe that we have an established reputation with students and educators that is difficult for others to replicate and positions us to also provide broader content and services to serve their learning needs beyond the classroom. We believe our long-standing reputation and well-known brands enable us to capitalize on consumer and digital trends in the education market through our existing and developing channels. Furthermore, since 1832, we have published trade and reference materials, including adult and children’s fiction and non-fiction books that have won industry awards such as the Pulitzer Prize, Newbery and Caldecott medals and National Book Award, all of which are widely known. | ||
The consolidated financial statements of HMH include the accounts of all of our wholly-owned subsidiaries as of March 31, 2015 and December 31, 2014 and the three month periods ended March 31, 2015 and March 31, 2014. | ||
The accompanying unaudited consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. Certain information and note disclosures normally included in our annual financial statements prepared in accordance with GAAP have been condensed or omitted consistent with Article 10 of Regulation S-X. In the opinion of management, our unaudited consolidated financial statements and accompanying notes include all adjustments (consisting of normal recurring adjustments) considered necessary by management to fairly state the results of operations, financial position and cash flows for the interim periods presented. Interim results of operations are not necessarily indicative of the results for the full year or for any future period. These financial statements should be read in conjunction with the annual financial statements and the notes thereto also included therein. | ||
During the first quarter of 2014, we recorded an out-of-period correction of approximately $1.1 million reducing net sales and increasing deferred revenue that should have been deferred previously. In addition, during the first quarter of 2014, we recorded approximately $3.5 million of incremental expense, primarily commissions, related to the prior year. These out-of-period corrections had no impact on our debt covenant compliance. Management believes these out-of-period corrections are not material to the current period financial statements or any previously issued financial statements. | ||
Seasonality and Comparability | ||
Our net sales, operating profit and operating cash flows are impacted by the inherent seasonality of the academic calendar. Consequently, the performance of our businesses may not be comparable quarter to consecutive quarter and should be considered on the basis of results for the whole year or by comparing results in a quarter with results in the same quarter for the previous year. | ||
Schools make most of their purchases in the second and third quarters of the calendar year in preparation for the beginning of the school year. Thus, over the past three years, approximately 67% of consolidated net sales have historically been realized in the second and third quarters. Sales of K-12 instructional materials and customized testing products are also cyclical, with some years offering more sales opportunities than others. The amount of funding available at the state level for educational materials also has a significant effect on year-to-year net sales. Although the loss of a single school customer would not have a material adverse effect on our business, schedules of school adoptions and market acceptance of our products can materially affect year-to-year net sales performance. |
Significant_Accounting_Policie
Significant Accounting Policies and Estimates | 3 Months Ended | |
Mar. 31, 2015 | ||
Accounting Policies [Abstract] | ||
Significant Accounting Policies and Estimates | 2 | Significant Accounting Policies and Estimates |
Our financial results are affected by the selection and application of accounting policies and methods. There were no material changes in the three months ended March 31, 2015 to the application of significant accounting policies and estimates as described in our audited financial statements for the year ended December 31, 2014. |
Recent_Accounting_Pronouncemen
Recent Accounting Pronouncements | 3 Months Ended | |
Mar. 31, 2015 | ||
Accounting Changes and Error Corrections [Abstract] | ||
Recent Accounting Pronouncements | 3 | Recent Accounting Pronouncements |
Recent accounting pronouncements not included below, are not expected to have a material impact on our consolidated financial position and results of operations. | ||
In April 2015, the Financial Accounting Standards Board (“FASB”) issued new accounting guidance related to simplifying the presentation of debt issuance costs. This standard amends existing guidance to require the presentation of debt issuance costs in the balance sheet as a deduction from the carrying amount of the related debt liability instead of a deferred charge, consistent with debt discounts. It is effective for annual reporting periods beginning after December 15, 2015, but early adoption is permitted. We are in the process of evaluating the impact the adoption of this standard will have on our consolidated financial statements and footnote disclosures. | ||
In April 2015, the FASB proposed deferring the effective date of the new accounting guidance related to revenue recognition by one year to December 15, 2017 for annual reporting periods beginning after that date. The FASB also proposed permitting early adoption of the standard, but not before the original effective date of December 15, 2016. We are in the process of evaluating the impact that the adoption of this new revenue recognition standard issued in May 2014 will have on our consolidated financial statements and footnote disclosures. | ||
In May 2014, the FASB issued new accounting guidance related to revenue recognition. This new standard will replace all current U.S. GAAP guidance on this topic and eliminate all industry-specific guidance. The new revenue recognition standard provides a unified model to determine when and how revenue is recognized. The core principle is that a company should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration for which the entity expects to be entitled in exchange for those goods or services. This guidance will be effective beginning January 1, 2017 and can be applied either retrospectively to each period presented or as a cumulative-effect adjustment as of the date of adoption. |
Inventories
Inventories | 3 Months Ended | ||||||||
Mar. 31, 2015 | |||||||||
Inventory Disclosure [Abstract] | |||||||||
Inventories | 4 | Inventories | |||||||
Inventories consisted of the following: | |||||||||
March 31, | December 31, | ||||||||
2015 | 2014 | ||||||||
Finished goods | $ | 201,016 | $ | 178,812 | |||||
Raw materials | 12,429 | 5,149 | |||||||
Inventory | $ | 213,445 | $ | 183,961 | |||||
Goodwill_and_Other_Intangible_
Goodwill and Other Intangible Assets | 3 Months Ended | ||||||||||||||||
Mar. 31, 2015 | |||||||||||||||||
Goodwill and Intangible Assets Disclosure [Abstract] | |||||||||||||||||
Goodwill and Other Intangible Assets | 5 | Goodwill and Other Intangible Assets | |||||||||||||||
Goodwill and other intangible assets consisted of the following: | |||||||||||||||||
March 31, 2015 | December 31, 2014 | ||||||||||||||||
Cost | Accumulated | Cost | Accumulated | ||||||||||||||
Amortization | Amortization | ||||||||||||||||
Goodwill | $ | 532,921 | $ | — | $ | 532,921 | $ | — | |||||||||
Trademarks and trade names | 439,605 | — | 439,605 | — | |||||||||||||
Publishing rights | 1,180,000 | (912,703 | ) | 1,180,000 | (889,560 | ) | |||||||||||
Customer related and other | 283,340 | (214,634 | ) | 283,340 | (211,416 | ) | |||||||||||
$ | 2,435,866 | $ | (1,127,337 | ) | $ | 2,435,866 | $ | (1,100,976 | ) | ||||||||
Amortization expense for publishing rights and customer related and other intangibles were $26.4 million and $33.7 million for the three months ended March 31, 2015 and 2014, respectively. |
Debt
Debt | 3 Months Ended | ||||||||
Mar. 31, 2015 | |||||||||
Debt Disclosure [Abstract] | |||||||||
Debt | 6 | Debt | |||||||
Our debt consisted of the following: | |||||||||
March 31, | December 31, | ||||||||
2015 | 2014 | ||||||||
$250,000 term loan due May 21, 2018 interest payable monthly | $ | 178,949 | $ | 243,125 | |||||
Less: Current portion of long-term debt | 2,500 | 67,500 | |||||||
Total long-term debt | $ | 176,449 | $ | 175,625 | |||||
In accordance with the Excess Cash Flow provisions of the Term Loan Facility, which are predicated upon our leverage ratio and cash flow, we made a $63.6 million principal payment on March 5, 2015. In connection with this principal payment, we recorded a $2.0 million write off of deferred financing costs, which was recognized as interest expense in the consolidated statements of operations for the three months ended March 31, 2015. In connection with the Excess Cash Flow payment, $1.5 million was reclassified from current portion of long-term debt to long-term debt as of March 31, 2015. | |||||||||
On January 15, 2014, we entered into Amendment No. 4 to our term loan facility, which reduced the interest rate applicable to outstanding borrowings by 1.0%. The transaction was accounted for under the accounting guidance for debt modifications and extinguishments. We recorded an expense of approximately $1.0 million relating to third party transaction fees which was included in the selling and administrative line item in its consolidated statements of operations for the three months ended March 31, 2014. | |||||||||
Loan Covenants | |||||||||
We are required to meet certain restrictive financial covenants as defined under our term loan facility and revolving credit facility. We have financial covenants pertaining to interest coverage, maximum leverage, and fixed charge ratios. The interest coverage ratio is 9.0 to 1.0 for all fiscal quarters ending through maturity. The maximum leverage ratio is 2.0 to 1.0 for all fiscal quarters ending through maturity. The fixed charge ratio, which only pertains to the revolving credit facility and is only tested in limited situations, is 1.0 to 1.0 through the end of the facility. As of March 31, 2015, we were in compliance with all of our debt covenants. | |||||||||
Loan Guarantees | |||||||||
Under both the revolving credit facility and the term loan facility, Houghton Mifflin Harcourt Publishers Inc., HMH Publishers LLC and Houghton Mifflin Harcourt Publishing Company are the borrowers (collectively, the “Borrowers”), and Citibank, N.A. acts as both the administrative agent and the collateral agent. | |||||||||
The obligations under our senior secured credit facilities are guaranteed by the Company and each of its direct and indirect for-profit domestic subsidiaries (other than the Borrowers) (collectively, the “Guarantors”) and are secured by all capital stock and other equity interests of the Borrowers and the Guarantors and substantially all of the other tangible and intangible assets of the Borrowers and the Guarantors, including, without limitation, receivables, inventory, equipment, contract rights, securities, patents, trademarks, other intellectual property, cash, bank accounts and securities accounts and owned real estate. The revolving credit facility is secured by first priority liens on receivables, inventory, deposit accounts, securities accounts, instruments, chattel paper and other assets related to the foregoing (the “Revolving First Lien Collateral”), and second priority liens on the collateral which secures the term loan facility on a first priority basis. The term loan facility is secured by first priority liens on the capital stock and other equity interests of the Borrowers and the Guarantors, equipment, owned real estate, trademarks and other intellectual property, general intangibles that are not Revolving First Lien Collateral and other assets related to the foregoing, and second priority liens on the Revolving First Lien Collateral. |
Severance_and_Other_Charges
Severance and Other Charges | 3 Months Ended | ||||||||||||||||
Mar. 31, 2015 | |||||||||||||||||
Restructuring and Related Activities [Abstract] | |||||||||||||||||
Severance and Other Charges | 7 | Severance and Other Charges | |||||||||||||||
2015 | |||||||||||||||||
During the three months ended March 31, 2015, $1.0 million of severance payments were made to employees whose employment ended in 2015 and prior years and $1.2 million of net payments for office space no longer utilized by the Company. Further, we recorded an expense in the amount of $1.0 million to reflect additional costs for severance, which we expect to be paid over the next twelve months. | |||||||||||||||||
2014 | |||||||||||||||||
During the three months ended March 31, 2014, $2.4 million of severance payments were made to employees whose employment ended in 2014 and prior years and $1.1 million of net payments for office space no longer utilized by the Company. Further, we recorded an expense in the amount of $1.8 million to reflect additional costs for severance. | |||||||||||||||||
A summary of the significant components of the severance/restructuring and other charges is as follows: | |||||||||||||||||
2015 | |||||||||||||||||
Severance/ | Severance/ | Cash payments | Severance/ | ||||||||||||||
restructuring | restructuring | restructuring | |||||||||||||||
accrual at | expense | accrual at | |||||||||||||||
December 31, 2014 | March 31, 2015 | ||||||||||||||||
Severance costs | $ | 1,271 | $ | 1,028 | $ | (984 | ) | $ | 1,315 | ||||||||
Other accruals | 9,050 | 29 | (1,188 | ) | 7,891 | ||||||||||||
$ | 10,321 | $ | 1,057 | $ | (2,172 | ) | $ | 9,206 | |||||||||
2014 | |||||||||||||||||
Severance/ | Severance/ | Cash payments | Severance/ | ||||||||||||||
restructuring | restructuring | restructuring | |||||||||||||||
accrual at | expense | accrual at | |||||||||||||||
December 31, 2013 | March 31, 2014 | ||||||||||||||||
Severance costs | $ | 4,115 | $ | 1,757 | $ | (2,442 | ) | $ | 3,430 | ||||||||
Other accruals | 11,416 | — | (1,084 | ) | 10,332 | ||||||||||||
$ | 15,531 | $ | 1,757 | $ | (3,526 | ) | $ | 13,762 | |||||||||
The current portion of severance and other charges was $5.9 million as of March 31, 2015 and December 31, 2014. |
Income_Taxes
Income Taxes | 3 Months Ended | |
Mar. 31, 2015 | ||
Income Tax Disclosure [Abstract] | ||
Income Taxes | 8 | Income Taxes |
The computation of the annual estimated effective tax rate at each interim period requires certain estimates and significant judgment, including, but not limited to, the expected operating income for the year, projections of the proportion of income earned and taxed in various jurisdictions, permanent and temporary differences and the likelihood of recovering deferred tax assets generated in the current year. The accounting estimates used to compute the provision for income taxes may change as new events occur, more experience is acquired, additional information is obtained or as the tax environment changes. | ||
At the end of each interim period, we estimate the annual effective tax rate and apply that rate to our ordinary quarterly earnings. The amount of interim tax benefit recorded for the year-to-date ordinary loss is limited to the amount that is expected to be realized during the year or recognizable as a deferred tax asset at year end. The tax expense or benefit related to significant, unusual or extraordinary items that will be separately reported or reported net of their related tax effect, are individually computed, and are recognized in the interim period in which those items occur. In addition, the effect of changes in enacted tax laws or rates or tax status is recognized in the interim period in which the change occurs. | ||
For the three months ended March 31, 2015, our annual effective tax rate, exclusive of discrete items used to calculate the tax provision, is expected to be approximately 14.0%. For the three months ended March 31, 2014, the annual effective tax rate method was limited to the amount that is expected to be realized during the year or recognizable as a deferred tax asset at year end. | ||
For the three months ended March 31, 2015 and 2014, we recorded an income tax expense of approximately $21.0 million and $1.8 million, respectively. For both periods, the income tax expense was impacted by certain discrete tax items including the accrual of potential interest and penalties on uncertain tax positions. The interim effective tax rate inclusive of discrete items was 15.1% and 1.2% for the three months ended March 31, 2015 and 2014, respectively. | ||
Reserves for unrecognized tax benefits, excluding accrued interest, were $63.2 million at March 31, 2015 and December 31, 2014, and included in other long-term liabilities in the accompanying consolidated balance sheets. |
Retirement_and_Postretirement_
Retirement and Postretirement Benefit Plans | 3 Months Ended | ||||||||
Mar. 31, 2015 | |||||||||
Compensation and Retirement Disclosure [Abstract] | |||||||||
Retirement and Postretirement Benefit Plans | 9 | Retirement and Postretirement Benefit Plans | |||||||
We have a noncontributory, qualified defined benefit pension plan (the “Retirement Plan”), which covers certain employees. The Retirement Plan is a cash balance plan, which accrues benefits based on pay, length of service, and interest. The funding policy is to contribute amounts subject to minimum funding standards set forth by the Employee Retirement Income Security Act of 1974 and the Internal Revenue Code. The Retirement Plan’s assets consist principally of common stocks, fixed income securities, investments in registered investment companies, and cash and cash equivalents. We also have a nonqualified defined benefit plan, or nonqualified plan, that previously covered employees who earned over the qualified pay limit as determined by the Internal Revenue Service. The nonqualified plan accrues benefits for the participants based on the cash balance plan calculation. The nonqualified plan is not funded. We use a December 31 date to measure the pension and postretirement liabilities. In 2007, both the qualified and nonqualified pension plans eliminated participation in the plans for new employees hired after October 31, 2007. | |||||||||
We also had a foreign defined benefit plan. On May 28, 2014, the plan was converted to individual annuity policies and the liability discharge occurred. | |||||||||
We are required to recognize the funded status of defined benefit pension and other postretirement plans as an asset or liability in the balance sheet and are required to recognize actuarial gains and losses and prior service costs and credits in other comprehensive income and subsequently amortize those items in the statement of operations. Further, we are required to use a measurement date equal to the fiscal year-end. | |||||||||
Net periodic benefit cost (credit) for our pension and other postretirement benefits plans consisted of the following: | |||||||||
Pension Plans | |||||||||
Three Months Ended | |||||||||
March 31, | |||||||||
2015 | 2014 | ||||||||
Interest cost | $ | 1,680 | $ | 2,088 | |||||
Expected return on plan assets | (2,439 | ) | (2,701 | ) | |||||
Amortization of net loss | 83 | 2 | |||||||
Net periodic benefit (credit) cost | $ | (676 | ) | $ | (611 | ) | |||
Other Post Retirement Plans | |||||||||
Three Months Ended | |||||||||
March 31, | |||||||||
2015 | 2014 | ||||||||
Service cost | $ | 51 | $ | 45 | |||||
Interest cost | 270 | 296 | |||||||
Amortization of prior service cost | (345 | ) | (345 | ) | |||||
Amortization of net loss | 55 | — | |||||||
Net periodic benefit cost (credit) | $ | 31 | $ | (4 | ) | ||||
There were no contributions to the pension plans for the three months ended March 31, 2015. Contributions to the pension plans for the three months ended March 31, 2014 were $2.0 million. | |||||||||
We do not expect to make a contribution to the pension plans during 2015. |
Fair_Value_Measurements
Fair Value Measurements | 3 Months Ended | ||||||||||||||||
Mar. 31, 2015 | |||||||||||||||||
Fair Value Disclosures [Abstract] | |||||||||||||||||
Fair Value Measurements | 10 | Fair Value Measurements | |||||||||||||||
The accounting standard for fair value measurements, among other things, defines fair value, establishes a consistent framework for measuring fair value and expands disclosure for each major asset and liability category measured at fair value on either a recurring or nonrecurring basis. The accounting standard establishes a three-tier fair value hierarchy which prioritizes the inputs used in measuring fair value as follows: | |||||||||||||||||
Level 1 | Observable input such as quoted prices in active markets for identical assets or liabilities; | ||||||||||||||||
Level 2 | Observable inputs, other than the quoted prices in active markets, that are observable either directly or indirectly; and | ||||||||||||||||
Level 3 | Unobservable inputs in which there is little or no market data, which require the reporting entity to develop its own assumptions. | ||||||||||||||||
Assets and liabilities measured at fair value are based on one or more of three valuation techniques identified in the tables below. Where more than one technique is noted, individual assets or liabilities were valued using one or more of the noted techniques. The valuation techniques are as follows: | |||||||||||||||||
(a) | Market approach: Prices and other relevant information generated by market transactions involving identical or comparable assets or liabilities; | ||||||||||||||||
(b) | Cost approach: Amount that would be currently required to replace the service capacity of an asset (current replacement cost); and | ||||||||||||||||
(c) | Income approach: Valuation techniques to convert future amounts to a single present amount based on market expectations (including present value techniques). | ||||||||||||||||
On a recurring basis, we measure certain financial assets and liabilities at fair value, including our money market funds, short-term investments which consist of U.S. treasury securities and U.S. agency securities, and foreign exchange forward and option contracts. The accounting standard for fair value measurements defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. As such, fair value is a market-based measurement that should be determined based on assumptions that market participants would use in pricing an asset or liability. In determining fair value, we utilize valuation techniques that maximize the use of observable inputs and minimize the use of unobservable inputs to the extent possible as well as consider counterparty and its credit risk in its assessment of fair value. | |||||||||||||||||
Financial Assets and Liabilities | |||||||||||||||||
The following tables present our financial assets and liabilities measured at fair value on a recurring basis at March 31, 2015 and December 31, 2014: | |||||||||||||||||
March 31, | Quoted Prices | Significant | Valuation | ||||||||||||||
2015 | |||||||||||||||||
in Active | Other | Technique | |||||||||||||||
Markets for | Observable | ||||||||||||||||
Identical Assets | Inputs | ||||||||||||||||
(Level 1) | (Level 2) | ||||||||||||||||
Financial assets | |||||||||||||||||
Money market funds | $ | 540,410 | $ | 540,410 | $ | — | (a) | ||||||||||
$ | 540,410 | $ | 540,410 | $ | — | ||||||||||||
Financial liabilities | |||||||||||||||||
Foreign exchange derivatives | $ | 1,900 | $ | — | $ | 1,900 | (a) | ||||||||||
$ | 1,900 | $ | — | $ | 1,900 | ||||||||||||
December 31, | Quoted Prices | Significant | Valuation | ||||||||||||||
2014 | in Active | Other | Technique | ||||||||||||||
Markets for | Observable | ||||||||||||||||
Identical Assets | Inputs | ||||||||||||||||
(Level 1) | (Level 2) | ||||||||||||||||
Financial assets | |||||||||||||||||
Money market funds | $ | 438,907 | $ | 438,907 | $ | — | (a) | ||||||||||
U.S. treasury securities | 93,004 | 93,004 | — | (a) | |||||||||||||
U.S. agency securities | 194,028 | — | 194,028 | (a) | |||||||||||||
$ | 725,939 | $ | 531,911 | $ | 194,028 | ||||||||||||
Financial liabilities | |||||||||||||||||
Foreign exchange derivatives | $ | 1,370 | $ | — | $ | 1,370 | (a) | ||||||||||
$ | 1,370 | $ | — | $ | 1,370 | ||||||||||||
Our money market funds and U.S. treasury securities are classified within Level 1 of the fair value hierarchy because they are valued using quoted prices in active markets for identical instruments. Our U.S. agency securities are classified within level 2 of the fair value hierarchy because they are valued using other than quoted prices in active markets. In addition to $540.4 million and $438.9 million invested in money market funds as of March 31, 2015 and December 31, 2014, respectively, we had $21.6 million and $17.7 million of cash invested in bank accounts as of March 31, 2015 and December 31, 2014, respectively. | |||||||||||||||||
Our foreign exchange derivatives consist of forward and option contracts and are classified within Level 2 of the fair value hierarchy because they are valued based on observable inputs and are available for substantially the full term of our derivative instruments. We use foreign exchange forward and option contracts to fix the functional currency value of forecasted commitments, payments and receipts. The aggregate notional amount of the outstanding foreign exchange forward and option contracts was $9.5 million and $18.7 million at March 31, 2015 and December 31, 2014, respectively. Our foreign exchange forward and option contracts contain netting provisions to mitigate credit risk in the event of counterparty default, including payment default and cross default. At March 31, 2015 and December 31, 2014, the fair value of our counterparty default exposure was less than $1.0 million and spread across several highly rated counterparties. | |||||||||||||||||
Non-Financial Assets and Liabilities | |||||||||||||||||
There were no impairments related to our non-financial assets and there were no non-financial liabilities measured at fair value on a non-recurring basis during 2015. | |||||||||||||||||
The following table presents our nonfinancial assets and liabilities measured at fair value on a nonrecurring basis during 2014: | |||||||||||||||||
December 31, | Significant | Total | Valuation | ||||||||||||||
2014 | Unobservable | Impairment | Technique | ||||||||||||||
Inputs | |||||||||||||||||
(Level 3) | |||||||||||||||||
Nonfinancial assets | |||||||||||||||||
Investment in preferred stock | $ | — | $ | — | $ | 1,279 | (b) | ||||||||||
Other intangible assets | 3,800 | 3,800 | 400 | (a)(c) | |||||||||||||
$ | 3,800 | $ | 3,800 | $ | 1,679 | ||||||||||||
Our nonfinancial assets, which include goodwill, other intangible assets, property, plant, and equipment, and pre-publication costs, are not required to be measured at fair value on a recurring basis. However, if certain trigger events occur, or if an annual impairment test is required, we evaluate the nonfinancial assets for impairment. If an impairment did occur, the asset is required to be recorded at the estimated fair value. An impairment analysis was not performed as there were no triggering events for the three months ended March 31, 2015. | |||||||||||||||||
Fair Value of Debt | |||||||||||||||||
The following table presents the carrying amounts and estimated fair market values of our debt at March 31, 2015 and December 31, 2014. The fair value of debt is deemed to be the amount at which the instrument could be exchanged in an orderly transaction between market participants at the measurement date. | |||||||||||||||||
March 31, 2015 | December 31, 2014 | ||||||||||||||||
Carrying | Estimated | Carrying | Estimated | ||||||||||||||
Amount | Fair Value | Amount | Fair Value | ||||||||||||||
Debt | |||||||||||||||||
$250,000 term loan | $ | 178,949 | $ | 178,949 | $ | 243,125 | $ | 242,517 | |||||||||
The fair market values of our debt were estimated based on quoted market prices on a private exchange for those instruments that are traded and are classified as level 2 within the fair value hierarchy, at March 31, 2015 and December 31, 2014. The fair market values require varying degrees of management judgment. The factors used to estimate these values may not be valid on any subsequent date. Accordingly, the fair market values of the debt presented may not be indicative of their future values. |
Commitments_and_Contingencies
Commitments and Contingencies | 3 Months Ended | |
Mar. 31, 2015 | ||
Commitments and Contingencies Disclosure [Abstract] | ||
Commitments and Contingencies | 11 | Commitments and Contingencies |
Contingencies | ||
We are involved in ordinary and routine litigation and matters incidental to our business. Litigation alleging infringement of copyrights and other intellectual property rights has become extensive in the educational publishing industry. Specifically, there have been various settled, pending and threatened litigation that allege we exceeded the print run limitation or other restrictions in licenses granted to us to reproduce photographs in our textbooks. While management believes that there is a reasonable possibility we may incur a loss associated with the pending and threatened litigation, we are not able to estimate such amount, but we do not expect any of these matters to have a material adverse effect on our results of operations, financial position or cash flows. We have insurance over such amounts and with coverage and deductibles as management believes is reasonable. There can be no assurance that our liability insurance will cover all events or that the limits of coverage will be sufficient to fully cover all liabilities. We were contingently liable for $12.4 million and $11.3 million of performance-related surety bonds for our operating activities as of March 31, 2015 and December 31, 2014, respectively. An aggregate of $21.1 million and $20.2 million of letters of credit existed as of March 31, 2015 and December 31, 2014, respectively, of which $2.4 million backed the aforementioned performance-related surety bonds as of March 31, 2015 and December 31, 2014, respectively. | ||
We routinely enter into standard indemnification provisions as part of license agreements involving use of our intellectual property. These provisions typically require us to indemnify and hold harmless licensees in connection with any infringement claim by a third party relating to the intellectual property covered by the license agreement. The assessment business routinely enters into contracts with customers that contain provisions requiring us to indemnify the customer against a broad array of potential liabilities resulting from any breach of the contract or the invalidity of the test. Although the term of these provisions and the maximum potential amounts of future payments we could be required to make is not limited, we have never incurred any costs to defend or settle claims related to these types of indemnification provisions. We therefore believe the estimated fair value of these provisions is inconsequential, and have no liabilities recorded for them as of March 31, 2015 and December 31, 2014. | ||
Concentration of Credit Risk and Significant Customers | ||
As of March 31, 2015, one customer represented approximately $21.3 million, or 10.8%, of our accounts receivable, net balance. As of December 31, 2014, no individual customer comprised more than 10% of our accounts receivable, net balance. We believe that our accounts receivable credit risk exposure is limited and we have not experienced significant write-downs in our accounts receivable balances. |
Net_Loss_Per_Share
Net Loss Per Share | 3 Months Ended | ||||||||
Mar. 31, 2015 | |||||||||
Earnings Per Share [Abstract] | |||||||||
Net Loss Per Share | 12 | Net Loss Per Share | |||||||
The following table sets forth the computation of basic and diluted earnings per share (“EPS”): | |||||||||
Three Months Ended | |||||||||
March 31, | |||||||||
2015 | 2014 | ||||||||
Numerator | |||||||||
Net loss attributable to common stockholders | $ | (159,940 | ) | $ | (146,335 | ) | |||
Denominator | |||||||||
Weighted average shares outstanding | |||||||||
Basic | 142,364,327 | 139,982,297 | |||||||
Diluted | 142,364,327 | 139,982,297 | |||||||
Net loss per share attributable to common stockholders | |||||||||
Basic | $ | (1.12 | ) | $ | (1.05 | ) | |||
Diluted | $ | (1.12 | ) | $ | (1.05 | ) | |||
As we incurred a net loss in each of the periods presented above, the outstanding stock options, restricted stock, and restricted stock units have an anti-dilutive effect and therefore are excluded from the computation of diluted weighted average shares outstanding. Accordingly, basic and diluted weighted average shares outstanding are equal for such periods. | |||||||||
The following table summarizes our weighted average outstanding common stock equivalents that were anti-dilutive due to the net loss attributable to common stockholders during the periods, and therefore excluded from the computation of diluted EPS: | |||||||||
Three Months Ended | |||||||||
March 31, | |||||||||
2015 | 2014 | ||||||||
Stock options | 10,147,018 | 12,286,997 | |||||||
Restricted stock and restricted stock units | 382,801 | 296,752 |
Segment_Reporting
Segment Reporting | 3 Months Ended | ||||||||||||||||
Mar. 31, 2015 | |||||||||||||||||
Segment Reporting [Abstract] | |||||||||||||||||
Segment Reporting | 13 | Segment Reporting | |||||||||||||||
As of March 31, 2015, we had two reportable segments (Education and Trade Publishing). Our Education segment provides educational products, technology platforms and services to meet the diverse needs of today’s classrooms. These products and services include print and digital content in the form of textbooks, digital courseware, instructional aids, educational assessment and intervention solutions, which are aimed at improving achievement and supporting learning for students that are not keeping pace with peers, professional development and school reform services. Our Trade Publishing segment primarily develops, markets and sells consumer books in print and digital formats and licenses book rights to other publishers and electronic businesses in the United States and abroad. The principal markets for Trade Publishing products are retail stores, both physical and online, and wholesalers. Reference materials are also sold to schools, colleges, libraries, office supply distributors and other businesses. | |||||||||||||||||
We measure and evaluate our reportable segments based on net sales and segment Adjusted EBITDA. We exclude from our segments certain corporate-related expenses, as our corporate functions do not meet the definition of a segment, as defined in the accounting guidance relating to segment reporting. In addition, certain transactions or adjustments that our Chief Operating Decision Maker considers to be non-operational, such as amounts related to goodwill and other intangible asset impairment charges, restructuring-related charges, stock-based compensation charges, as well as amortization and depreciation expenses, are excluded from segment Adjusted EBITDA. Although we exclude these amounts from segment Adjusted EBITDA, they are included in reported consolidated net loss and are included in the reconciliation below. | |||||||||||||||||
(in thousands) | Three Months Ended | Total | |||||||||||||||
March 31, | |||||||||||||||||
Education | Trade | Corporate/ | |||||||||||||||
Publishing | Other | ||||||||||||||||
2015 | |||||||||||||||||
Net sales | $ | 128,870 | $ | 33,799 | $ | — | $ | 162,669 | |||||||||
Segment Adjusted EBITDA | (37,347 | ) | (1,140 | ) | (13,334 | ) | (51,821 | ) | |||||||||
2014 | |||||||||||||||||
Net sales | $ | 121,874 | $ | 32,059 | $ | — | $ | 153,933 | |||||||||
Segment Adjusted EBITDA | (40,227 | ) | (1,318 | ) | (11,650 | ) | (53,195 | ) | |||||||||
Reconciliation of Segment Adjusted EBITDA to the consolidated statements of operations is as follows: | |||||||||||||||||
(in thousands) | Three Months Ended | ||||||||||||||||
March 31, | |||||||||||||||||
2015 | 2014 | ||||||||||||||||
Total Segment Adjusted EBITDA | $ | (51,821 | ) | $ | (53,195 | ) | |||||||||||
Interest expense | (5,954 | ) | (4,297 | ) | |||||||||||||
Depreciation expense | (18,409 | ) | (17,239 | ) | |||||||||||||
Amortization expense | (52,824 | ) | (62,670 | ) | |||||||||||||
Stock-based compensation expense | (3,095 | ) | (2,397 | ) | |||||||||||||
Loss on derivative instruments | (2,220 | ) | (103 | ) | |||||||||||||
Purchase accounting adjustments | (197 | ) | (575 | ) | |||||||||||||
Fees, expenses or charges for equity offerings, debt or acquisitions | (3,377 | ) | (2,114 | ) | |||||||||||||
Restructuring | (10 | ) | (205 | ) | |||||||||||||
Severance, separation costs and facility closures | (1,057 | ) | (1,757 | ) | |||||||||||||
Loss before taxes | (138,964 | ) | (144,552 | ) | |||||||||||||
Provision for income taxes | 20,976 | 1,783 | |||||||||||||||
Net loss | $ | (159,940 | ) | $ | (146,335 | ) | |||||||||||
Subsequent_Events
Subsequent Events | 3 Months Ended | |
Mar. 31, 2015 | ||
Subsequent Events [Abstract] | ||
Subsequent Events | 14 | Subsequent Events |
Stock and Asset Purchase Agreement | ||
On April 23, 2015, we entered into a stock and asset purchase agreement with Scholastic Corporation (“Scholastic”) under which we would acquire the assets (including the stock of two of Scholastic’s subsidiaries) comprising the Educational Technology and Services (“EdTech”) business of Scholastic. HMH will pay to Scholastic an aggregate purchase price of $575.0 million, subject to adjustments for working capital. $34.5 million of the purchase price would be deposited into an escrow account to be held for 18 months as security for potential indemnification obligations of Scholastic. Portions of such escrow will be released periodically during the 18-month period upon fulfillment of certain service levels under a transition services agreement to be entered into by Scholastic and HMH for the provision of certain transition support services by Scholastic and HMH after the closing. Subject to certain limitations, either HMH or Scholastic may terminate the acquisition if it has not been consummated by August 21, 2015. A termination of the acquisition under certain circumstances would entitle Scholastic to receive from HMH a termination fee in an amount equal to approximately $28.8 million. | ||
The transaction is expected to close in the second calendar quarter of 2015, subject to closing conditions and regulatory approval. The acquisition is not subject to any financing conditions. There can be no assurance as to when the closing conditions will be satisfied, if at all. | ||
The acquisition would provide us with a leading position in intervention curriculum and services and extend our product offerings in key growth areas, including educational technology, early learning, and education services, creating a more comprehensive offering for students, teachers and schools. The acquisition would provide added digital infrastructure and expertise to support the continued development of next-generation products for HMH’s pre-K-12 and consumer businesses. | ||
Revolving Credit Facility Amendment | ||
On April 23, 2015, we entered into Amendment No. 3 to our revolving credit facility. Amendment No. 3 permits us to increase the aggregate amount of indebtedness we may incur under our term loan agreement to $500.0 million, plus the aggregate amount of any incremental facilities provided for therein. We expect to seek an additional amendment that will permit us to increase the aggregate amount of indebtedness we may incur under our term loan agreement to $800.0 million, plus the aggregate amount of any incremental facilities provided for therein. No funds have been drawn on the revolving credit facility as of May 7, 2015. | ||
Share Repurchase Program | ||
Effective April 23, 2015, our board of directors authorized an additional $100.0 million under our existing share repurchase program, bringing the total authorization to $200.0 million. Additionally, on May 6, 2015, our board of directors authorized an incremental $300.0 million under our existing share repurchase program, bringing the total aggregate authorization to $500.0 million. The $300.0 million increase in authorization is conditional upon the successful increase in our term loan facility. The aggregate share repurchase program may be executed over a period of two years from May 6, 2015. Repurchases under the program may be made from time to time in open market or privately negotiated transactions. The extent and timing of any such repurchases would generally be at our discretion and subject to market conditions, applicable legal requirements and other considerations. |
Inventories_Tables
Inventories (Tables) | 3 Months Ended | ||||||||
Mar. 31, 2015 | |||||||||
Inventory Disclosure [Abstract] | |||||||||
Schedule of Inventories | Inventories consisted of the following: | ||||||||
March 31, | December 31, | ||||||||
2015 | 2014 | ||||||||
Finished goods | $ | 201,016 | $ | 178,812 | |||||
Raw materials | 12,429 | 5,149 | |||||||
Inventory | $ | 213,445 | $ | 183,961 | |||||
Goodwill_and_Other_Intangible_1
Goodwill and Other Intangible Assets (Tables) | 3 Months Ended | ||||||||||||||||
Mar. 31, 2015 | |||||||||||||||||
Goodwill and Intangible Assets Disclosure [Abstract] | |||||||||||||||||
Schedule of Goodwill and Other Intangible Assets | Goodwill and other intangible assets consisted of the following: | ||||||||||||||||
March 31, 2015 | December 31, 2014 | ||||||||||||||||
Cost | Accumulated | Cost | Accumulated | ||||||||||||||
Amortization | Amortization | ||||||||||||||||
Goodwill | $ | 532,921 | $ | — | $ | 532,921 | $ | — | |||||||||
Trademarks and trade names | 439,605 | — | 439,605 | — | |||||||||||||
Publishing rights | 1,180,000 | (912,703 | ) | 1,180,000 | (889,560 | ) | |||||||||||
Customer related and other | 283,340 | (214,634 | ) | 283,340 | (211,416 | ) | |||||||||||
$ | 2,435,866 | $ | (1,127,337 | ) | $ | 2,435,866 | $ | (1,100,976 | ) | ||||||||
Debt_Tables
Debt (Tables) | 3 Months Ended | ||||||||
Mar. 31, 2015 | |||||||||
Debt Disclosure [Abstract] | |||||||||
Long-Term Debt | Our debt consisted of the following: | ||||||||
March 31, | December 31, | ||||||||
2015 | 2014 | ||||||||
$250,000 term loan due May 21, 2018 interest payable monthly | $ | 178,949 | $ | 243,125 | |||||
Less: Current portion of long-term debt | 2,500 | 67,500 | |||||||
Total long-term debt | $ | 176,449 | $ | 175,625 | |||||
Severance_and_Other_Charges_Ta
Severance and Other Charges (Tables) | 3 Months Ended | ||||||||||||||||
Mar. 31, 2015 | |||||||||||||||||
Restructuring and Related Activities [Abstract] | |||||||||||||||||
Components of Severance/Restructuring and Other Charges | A summary of the significant components of the severance/restructuring and other charges is as follows: | ||||||||||||||||
2015 | |||||||||||||||||
Severance/ | Severance/ | Cash payments | Severance/ | ||||||||||||||
restructuring | restructuring | restructuring | |||||||||||||||
accrual at | expense | accrual at | |||||||||||||||
December 31, 2014 | March 31, 2015 | ||||||||||||||||
Severance costs | $ | 1,271 | $ | 1,028 | $ | (984 | ) | $ | 1,315 | ||||||||
Other accruals | 9,050 | 29 | (1,188 | ) | 7,891 | ||||||||||||
$ | 10,321 | $ | 1,057 | $ | (2,172 | ) | $ | 9,206 | |||||||||
2014 | |||||||||||||||||
Severance/ | Severance/ | Cash payments | Severance/ | ||||||||||||||
restructuring | restructuring | restructuring | |||||||||||||||
accrual at | expense | accrual at | |||||||||||||||
December 31, 2013 | March 31, 2014 | ||||||||||||||||
Severance costs | $ | 4,115 | $ | 1,757 | $ | (2,442 | ) | $ | 3,430 | ||||||||
Other accruals | 11,416 | — | (1,084 | ) | 10,332 | ||||||||||||
$ | 15,531 | $ | 1,757 | $ | (3,526 | ) | $ | 13,762 | |||||||||
Retirement_and_Postretirement_1
Retirement and Postretirement Benefit Plans (Tables) | 3 Months Ended | ||||||||
Mar. 31, 2015 | |||||||||
Compensation and Retirement Disclosure [Abstract] | |||||||||
Net Periodic Benefit Cost (Credit) | Net periodic benefit cost (credit) for our pension and other postretirement benefits plans consisted of the following: | ||||||||
Pension Plans | |||||||||
Three Months Ended | |||||||||
March 31, | |||||||||
2015 | 2014 | ||||||||
Interest cost | $ | 1,680 | $ | 2,088 | |||||
Expected return on plan assets | (2,439 | ) | (2,701 | ) | |||||
Amortization of net loss | 83 | 2 | |||||||
Net periodic benefit (credit) cost | $ | (676 | ) | $ | (611 | ) | |||
Other Post Retirement Plans | |||||||||
Three Months Ended | |||||||||
March 31, | |||||||||
2015 | 2014 | ||||||||
Service cost | $ | 51 | $ | 45 | |||||
Interest cost | 270 | 296 | |||||||
Amortization of prior service cost | (345 | ) | (345 | ) | |||||
Amortization of net loss | 55 | — | |||||||
Net periodic benefit cost (credit) | $ | 31 | $ | (4 | ) | ||||
Fair_Value_Measurements_Tables
Fair Value Measurements (Tables) | 3 Months Ended | ||||||||||||||||
Mar. 31, 2015 | |||||||||||||||||
Fair Value Disclosures [Abstract] | |||||||||||||||||
Summary of Financial Assets and Liabilities Measured at Fair Value on Recurring Basis | The following tables present our financial assets and liabilities measured at fair value on a recurring basis at March 31, 2015 and December 31, 2014: | ||||||||||||||||
March 31, | Quoted Prices | Significant | Valuation | ||||||||||||||
2015 | |||||||||||||||||
in Active | Other | Technique | |||||||||||||||
Markets for | Observable | ||||||||||||||||
Identical Assets | Inputs | ||||||||||||||||
(Level 1) | (Level 2) | ||||||||||||||||
Financial assets | |||||||||||||||||
Money market funds | $ | 540,410 | $ | 540,410 | $ | — | (a) | ||||||||||
$ | 540,410 | $ | 540,410 | $ | — | ||||||||||||
Financial liabilities | |||||||||||||||||
Foreign exchange derivatives | $ | 1,900 | $ | — | $ | 1,900 | (a) | ||||||||||
$ | 1,900 | $ | — | $ | 1,900 | ||||||||||||
December 31, | Quoted Prices | Significant | Valuation | ||||||||||||||
2014 | in Active | Other | Technique | ||||||||||||||
Markets for | Observable | ||||||||||||||||
Identical Assets | Inputs | ||||||||||||||||
(Level 1) | (Level 2) | ||||||||||||||||
Financial assets | |||||||||||||||||
Money market funds | $ | 438,907 | $ | 438,907 | $ | — | (a) | ||||||||||
U.S. treasury securities | 93,004 | 93,004 | — | (a) | |||||||||||||
U.S. agency securities | 194,028 | — | 194,028 | (a) | |||||||||||||
$ | 725,939 | $ | 531,911 | $ | 194,028 | ||||||||||||
Financial liabilities | |||||||||||||||||
Foreign exchange derivatives | $ | 1,370 | $ | — | $ | 1,370 | (a) | ||||||||||
$ | 1,370 | $ | — | $ | 1,370 | ||||||||||||
Summary of Nonfinancial Assets and Liabilities Measured at Fair Value on Nonrecurring Basis | The following table presents our nonfinancial assets and liabilities measured at fair value on a nonrecurring basis during 2014: | ||||||||||||||||
December 31, | Significant | Total | Valuation | ||||||||||||||
2014 | Unobservable | Impairment | Technique | ||||||||||||||
Inputs | |||||||||||||||||
(Level 3) | |||||||||||||||||
Nonfinancial assets | |||||||||||||||||
Investment in preferred stock | $ | — | $ | — | $ | 1,279 | (b) | ||||||||||
Other intangible assets | 3,800 | 3,800 | 400 | (a)(c) | |||||||||||||
$ | 3,800 | $ | 3,800 | $ | 1,679 | ||||||||||||
Summary of Carrying Amounts and Estimated Fair Market Values of Debt | The following table presents the carrying amounts and estimated fair market values of our debt at March 31, 2015 and December 31, 2014. The fair value of debt is deemed to be the amount at which the instrument could be exchanged in an orderly transaction between market participants at the measurement date. | ||||||||||||||||
March 31, 2015 | December 31, 2014 | ||||||||||||||||
Carrying | Estimated | Carrying | Estimated | ||||||||||||||
Amount | Fair Value | Amount | Fair Value | ||||||||||||||
Debt | |||||||||||||||||
$250,000 term loan | $ | 178,949 | $ | 178,949 | $ | 243,125 | $ | 242,517 |
Net_Loss_Per_Share_Tables
Net Loss Per Share (Tables) | 3 Months Ended | ||||||||
Mar. 31, 2015 | |||||||||
Earnings Per Share [Abstract] | |||||||||
Computation of Basic and Diluted Earnings per Share | The following table sets forth the computation of basic and diluted earnings per share (“EPS”): | ||||||||
Three Months Ended | |||||||||
March 31, | |||||||||
2015 | 2014 | ||||||||
Numerator | |||||||||
Net loss attributable to common stockholders | $ | (159,940 | ) | $ | (146,335 | ) | |||
Denominator | |||||||||
Weighted average shares outstanding | |||||||||
Basic | 142,364,327 | 139,982,297 | |||||||
Diluted | 142,364,327 | 139,982,297 | |||||||
Net loss per share attributable to common stockholders | |||||||||
Basic | $ | (1.12 | ) | $ | (1.05 | ) | |||
Diluted | $ | (1.12 | ) | $ | (1.05 | ) | |||
Summary of Anti-Dilutive Securities Excluded from Computation of Diluted EPS | The following table summarizes our weighted average outstanding common stock equivalents that were anti-dilutive due to the net loss attributable to common stockholders during the periods, and therefore excluded from the computation of diluted EPS: | ||||||||
Three Months Ended | |||||||||
March 31, | |||||||||
2015 | 2014 | ||||||||
Stock options | 10,147,018 | 12,286,997 | |||||||
Restricted stock and restricted stock units | 382,801 | 296,752 |
Segment_Reporting_Tables
Segment Reporting (Tables) | 3 Months Ended | ||||||||||||||||
Mar. 31, 2015 | |||||||||||||||||
Segment Reporting [Abstract] | |||||||||||||||||
Consolidated Net Loss | Although we exclude these amounts from segment Adjusted EBITDA, they are included in reported consolidated net loss and are included in the reconciliation below. | ||||||||||||||||
(in thousands) | Three Months Ended | Total | |||||||||||||||
March 31, | |||||||||||||||||
Education | Trade | Corporate/ | |||||||||||||||
Publishing | Other | ||||||||||||||||
2015 | |||||||||||||||||
Net sales | $ | 128,870 | $ | 33,799 | $ | — | $ | 162,669 | |||||||||
Segment Adjusted EBITDA | (37,347 | ) | (1,140 | ) | (13,334 | ) | (51,821 | ) | |||||||||
2014 | |||||||||||||||||
Net sales | $ | 121,874 | $ | 32,059 | $ | — | $ | 153,933 | |||||||||
Segment Adjusted EBITDA | (40,227 | ) | (1,318 | ) | (11,650 | ) | (53,195 | ) | |||||||||
Consolidated Statements of Operations | Reconciliation of Segment Adjusted EBITDA to the consolidated statements of operations is as follows: | ||||||||||||||||
(in thousands) | Three Months Ended | ||||||||||||||||
March 31, | |||||||||||||||||
2015 | 2014 | ||||||||||||||||
Total Segment Adjusted EBITDA | $ | (51,821 | ) | $ | (53,195 | ) | |||||||||||
Interest expense | (5,954 | ) | (4,297 | ) | |||||||||||||
Depreciation expense | (18,409 | ) | (17,239 | ) | |||||||||||||
Amortization expense | (52,824 | ) | (62,670 | ) | |||||||||||||
Stock-based compensation expense | (3,095 | ) | (2,397 | ) | |||||||||||||
Loss on derivative instruments | (2,220 | ) | (103 | ) | |||||||||||||
Purchase accounting adjustments | (197 | ) | (575 | ) | |||||||||||||
Fees, expenses or charges for equity offerings, debt or acquisitions | (3,377 | ) | (2,114 | ) | |||||||||||||
Restructuring | (10 | ) | (205 | ) | |||||||||||||
Severance, separation costs and facility closures | (1,057 | ) | (1,757 | ) | |||||||||||||
Loss before taxes | (138,964 | ) | (144,552 | ) | |||||||||||||
Provision for income taxes | 20,976 | 1,783 | |||||||||||||||
Net loss | $ | (159,940 | ) | $ | (146,335 | ) | |||||||||||
Basis_of_Presentation_Addition
Basis of Presentation - Additional Information (Detail) (USD $) | 3 Months Ended | |||||||
In Millions, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Sep. 30, 2013 | Jun. 30, 2013 | Sep. 30, 2012 | Jun. 30, 2012 |
Country | ||||||||
Student | ||||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ||||||||
Services provided, number of students | 50,000,000 | |||||||
Services provided, number of countries | 150 | |||||||
First Quarter, 2014 [Member] | ||||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ||||||||
Prior period adjustment description | During the first quarter of 2014, we recorded an out of period correction of approximately $1.1 million reducing net sales and increasing deferred revenue that should have been deferred previously. In addition, during the first quarter of 2014, we recorded approximately $3.5 million of incremental expense, primarily commissions, related to the prior year. These out-of-period corrections had no impact on our debt covenant compliance. Management believes these out-of-period corrections are not material to the current period financial statements or any previously issued financial statements and does not expect them to be material for the full fiscal year 2014. | |||||||
Additional Net Sales [Member] | ||||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ||||||||
Prior period correction amounts | $1.10 | |||||||
Incremental Expense [Member] | ||||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ||||||||
Prior period correction amounts | $3.50 | |||||||
Seasonal Concentration Risk [Member] | Consolidated Net Sales [Member] | ||||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ||||||||
Consolidated net sales, realized percentage | 67.00% | 67.00% | 67.00% | 67.00% | 67.00% | 67.00% |
Inventories_Schedule_of_Invent
Inventories - Schedule of Inventories (Detail) (USD $) | Mar. 31, 2015 | Dec. 31, 2014 |
In Thousands, unless otherwise specified | ||
Inventory Disclosure [Abstract] | ||
Finished goods | $201,016 | $178,812 |
Raw materials | 12,429 | 5,149 |
Inventory | $213,445 | $183,961 |
Goodwill_and_Other_Intangible_2
Goodwill and Other Intangible Assets - Schedule of Goodwill and Other Intangible Assets (Detail) (USD $) | Mar. 31, 2015 | Dec. 31, 2014 |
In Thousands, unless otherwise specified | ||
Finite-Lived Intangible Assets [Line Items] | ||
Cost | $2,435,866 | $2,435,866 |
Accumulated Amortization | -1,127,337 | -1,100,976 |
Goodwill | 532,921 | 532,921 |
Trademarks and Trade Names [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Trademarks and trade names | 439,605 | 439,605 |
Publishing Rights [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Cost | 1,180,000 | 1,180,000 |
Accumulated Amortization | -912,703 | -889,560 |
Customer Related and Other [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Cost | 283,340 | 283,340 |
Accumulated Amortization | ($214,634) | ($211,416) |
Goodwill_and_Other_Intangible_3
Goodwill and Other Intangible Assets - Additional Information (Detail) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Finite-Lived Intangible Assets [Line Items] | ||
Amortization expense | $23,143 | $30,751 |
Other Intangible Assets [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Amortization expense | $26,400 | $33,700 |
Debt_LongTerm_Debt_Detail
Debt - Long-Term Debt (Detail) (USD $) | Mar. 31, 2015 | Dec. 31, 2014 |
In Thousands, unless otherwise specified | ||
Debt Disclosure [Abstract] | ||
Long term debt | $178,949 | $243,125 |
Less: Current portion of long-term debt | 2,500 | 67,500 |
Total long-term debt | $176,449 | $175,625 |
Debt_LongTerm_Debt_Parenthetic
Debt - Long-Term Debt (Parenthetical) (Detail) (Term Loan [Member], USD $) | 3 Months Ended |
In Thousands, unless otherwise specified | Mar. 31, 2015 |
Term Loan [Member] | |
Debt Instrument [Line Items] | |
Term loan, face amount | $250,000 |
Term loan, due date | 21-May-18 |
Debt_Additional_Information_De
Debt - Additional Information (Detail) (USD $) | 0 Months Ended | 3 Months Ended | |
In Millions, unless otherwise specified | Jan. 15, 2014 | Mar. 31, 2015 | Mar. 31, 2014 |
Debt Instrument [Line Items] | |||
Principal Payment, amount | $63.60 | ||
Deferred financing cost written down | 2 | ||
Principal payment date | 5-Mar-15 | ||
Amount reclassified from current portion of long-term debt to long-term debt | 1.5 | ||
Reduction in interest rate | 1.00% | ||
Expense relating to third party transaction fees | $1 | ||
Financial covenants, description | We are required to meet certain restrictive financial covenants as defined under our Term Loan and Revolving Credit Facility. We have financial covenants pertaining to interest coverage, maximum leverage, and fixed charge ratios. The interest coverage ratio is now 9.0 to 1.0 for all fiscal quarters ending through maturity. The maximum leverage ratio is now 2.0 to 1.0 for fiscal quarters ending through maturity. The fixed charge ratio, which only pertains to the revolving credit facility and is only tested in limited situations, is 1.0 to 1.0 through the end of the facility. | ||
Fixed charge ratio | 1 | ||
Debt covenants, compliance statement | As of March 31, 2015, we were in compliance with all of our debt covenants. | ||
Fiscal Quarters Ending Through Maturity [Member] | |||
Debt Instrument [Line Items] | |||
Interest coverage ratio | 9 | ||
Maximum leverage ratio | 2 |
Severance_and_Other_Charges_Ad
Severance and Other Charges - Additional Information (Detail) (USD $) | 3 Months Ended | ||
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 | Dec. 31, 2014 |
Restructuring Cost and Reserve [Line Items] | |||
Payments for severance cost and office space no longer utilized | $2,172 | $3,526 | |
Severance/restructuring expense | 1,057 | 1,757 | |
Severance and other charges | 5,876 | 5,928 | |
Severance Costs [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Payments for severance cost and office space no longer utilized | 984 | 2,442 | |
Severance/restructuring expense | 1,028 | 1,757 | |
Other Accruals [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Payments for severance cost and office space no longer utilized | 1,188 | 1,084 | |
Severance/restructuring expense | $29 |
Severance_and_Other_Charges_Co
Severance and Other Charges - Components of Severance/Restructuring and Other Charges (Detail) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Restructuring Cost and Reserve [Line Items] | ||
Severance/restructuring accrual, Beginning balance | $10,321 | $15,531 |
Severance/restructuring expense | 1,057 | 1,757 |
Cash payments | -2,172 | -3,526 |
Severance/restructuring accrual, Ending balance | 9,206 | 13,762 |
Severance Costs [Member] | ||
Restructuring Cost and Reserve [Line Items] | ||
Severance/restructuring accrual, Beginning balance | 1,271 | 4,115 |
Severance/restructuring expense | 1,028 | 1,757 |
Cash payments | -984 | -2,442 |
Severance/restructuring accrual, Ending balance | 1,315 | 3,430 |
Other Accruals [Member] | ||
Restructuring Cost and Reserve [Line Items] | ||
Severance/restructuring accrual, Beginning balance | 9,050 | 11,416 |
Severance/restructuring expense | 29 | |
Cash payments | -1,188 | -1,084 |
Severance/restructuring accrual, Ending balance | $7,891 | $10,332 |
Income_Taxes_Additional_Inform
Income Taxes - Additional Information (Detail) (USD $) | 3 Months Ended | ||
Mar. 31, 2015 | Mar. 31, 2014 | Dec. 31, 2014 | |
Income Tax Disclosure [Abstract] | |||
Income tax expense | $20,976,000 | $1,783,000 | |
Effective tax rate | 15.10% | 1.20% | |
Effective tax rate, excluding discrete items | 14.00% | ||
Unrecognized tax benefits | $63,200,000 | $63,200,000 |
Retirement_and_Postretirement_2
Retirement and Postretirement Benefit Plans - Net Periodic Benefit Cost (Credit) (Detail) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Pension Plans [Member] | ||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||
Interest cost | $1,680 | $2,088 |
Expected return on plan assets | -2,439 | -2,701 |
Amortization of net loss | 83 | 2 |
Net periodic benefit (credit) cost | -676 | -611 |
Other Post Retirement Plans [Member] | ||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||
Service cost | 51 | 45 |
Interest cost | 270 | 296 |
Amortization of prior service cost | -345 | -345 |
Amortization of net loss | 55 | |
Net periodic benefit (credit) cost | $31 | ($4) |
Retirement_and_Postretirement_3
Retirement and Postretirement Benefit Plans - Additional Information (Detail) (USD $) | 3 Months Ended | |
Mar. 31, 2015 | Mar. 31, 2014 | |
Compensation and Retirement Disclosure [Abstract] | ||
Contributions for the pension and post retirement benefit plans | $0 | $2,000,000 |
Expected additional contribution in 2015 | $0 |
Fair_Value_Measurements_Summar
Fair Value Measurements - Summary of Financial Assets and Liabilities Measured at Fair Value on Recurring Basis (Detail) (USD $) | Mar. 31, 2015 | Dec. 31, 2014 |
In Thousands, unless otherwise specified | ||
Financial assets | ||
Financial assets | $540,410 | $725,939 |
Financial liabilities | ||
Financial liabilities | 1,900 | 1,370 |
Money Market Funds [Member] | ||
Financial assets | ||
Financial assets | 540,410 | 438,907 |
U.S. Treasury Securities [Member] | ||
Financial assets | ||
Financial assets | 93,004 | |
U.S. Agency Securities [Member] | ||
Financial assets | ||
Financial assets | 194,028 | |
Foreign Exchange Derivatives [Member] | ||
Financial liabilities | ||
Financial liabilities | 1,900 | 1,370 |
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member] | ||
Financial assets | ||
Financial assets | 540,410 | 531,911 |
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member] | Money Market Funds [Member] | ||
Financial assets | ||
Financial assets | 540,410 | 438,907 |
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member] | U.S. Treasury Securities [Member] | ||
Financial assets | ||
Financial assets | 93,004 | |
Significant Other Observable Inputs (Level 2) [Member] | ||
Financial assets | ||
Financial assets | 194,028 | |
Financial liabilities | ||
Financial liabilities | 1,900 | 1,370 |
Significant Other Observable Inputs (Level 2) [Member] | U.S. Agency Securities [Member] | ||
Financial assets | ||
Financial assets | 194,028 | |
Significant Other Observable Inputs (Level 2) [Member] | Foreign Exchange Derivatives [Member] | ||
Financial liabilities | ||
Financial liabilities | $1,900 | $1,370 |
Fair_Value_Measurements_Additi
Fair Value Measurements - Additional Information (Detail) (USD $) | 3 Months Ended | |
Mar. 31, 2015 | Dec. 31, 2014 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Financial assets | $540,410,000 | $725,939,000 |
Impairments related to non-financial assets | 0 | |
Non-financial liabilities fair value | 0 | |
Maximum [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair value of counterparty default exposure | 1,000,000 | 1,000,000 |
Foreign Exchange Forward and Option Contracts [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Aggregate notional amount of derivative instruments | 9,500,000 | 18,700,000 |
Money Market Funds [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Financial assets | 540,410,000 | 438,907,000 |
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Financial assets | 540,410,000 | 531,911,000 |
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member] | Money Market Funds [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Financial assets | 540,410,000 | 438,907,000 |
Significant Other Observable Inputs (Level 2) [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Financial assets | 194,028,000 | |
Significant Other Observable Inputs (Level 2) [Member] | Bank Time Deposits [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Financial assets | $21,600,000 | $17,700,000 |
Fair_Value_Measurements_Summar1
Fair Value Measurements - Summary of Nonfinancial Assets and Liabilities Measured at Fair Value on Nonrecurring Basis (Detail) (USD $) | 12 Months Ended |
In Thousands, unless otherwise specified | Dec. 31, 2014 |
Nonfinancial assets | |
Nonfinancial assets, Total | $3,800 |
Total Impairment | 1,679 |
Significant Unobservable Inputs (Level 3) [Member] | |
Nonfinancial assets | |
Nonfinancial assets, Total | 3,800 |
Investment in Preferred Stock [Member] | |
Nonfinancial assets | |
Total Impairment | 1,279 |
Other Intangible Assets [Member] | |
Nonfinancial assets | |
Nonfinancial assets, Total | 3,800 |
Total Impairment | 400 |
Other Intangible Assets [Member] | Significant Unobservable Inputs (Level 3) [Member] | |
Nonfinancial assets | |
Nonfinancial assets, Total | $3,800 |
Fair_Value_Measurements_Summar2
Fair Value Measurements - Summary of Carrying Amounts and Estimated Fair Market Values of Debt (Detail) (USD $) | Mar. 31, 2015 | Dec. 31, 2014 |
In Thousands, unless otherwise specified | ||
Schedule Of Carrying Values And Estimated Fair Values Of Debt Instruments [Line Items] | ||
Debt, carrying value | $178,949 | $243,125 |
Term Loan [Member] | ||
Schedule Of Carrying Values And Estimated Fair Values Of Debt Instruments [Line Items] | ||
Debt, carrying value | 178,949 | 243,125 |
Debt, estimated fair value | $178,949 | $242,517 |
Fair_Value_Measurements_Summar3
Fair Value Measurements - Summary of Carrying Amounts and Estimated Fair Market Values of Debt (Parenthetical) (Detail) (Term Loan [Member], USD $) | Mar. 31, 2015 |
In Thousands, unless otherwise specified | |
Term Loan [Member] | |
Schedule Of Carrying Values And Estimated Fair Values Of Debt Instruments [Line Items] | |
Debt $250,000 term loan | $250,000 |
Commitments_and_Contingencies_
Commitments and Contingencies - Additional Information (Detail) (USD $) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2015 | Dec. 31, 2014 | |
Loss Contingencies [Line Items] | ||
Performance related surety bonds for which the Company is contingently liable | 12,400,000 | 11,300,000 |
Aggregate letter of credit | 21,100,000 | 20,200,000 |
Letter of credit backed by performance related surety bonds | 2,400,000 | 2,400,000 |
Indemnification liabilities | 0 | 0 |
Concentration Risk, Amount | 196,803,000 | 255,669,000 |
Customer Concentration Risk [Member] | ||
Loss Contingencies [Line Items] | ||
Concentration Risk, Number of customers | 1 | |
Concentration Risk, Amount | 21,300,000 | |
Customer Concentration Risk [Member] | Individual [Member] | ||
Loss Contingencies [Line Items] | ||
Concentration Risk, Number of customers | 0 | |
Accounts Receivable [Member] | Customer Concentration Risk [Member] | ||
Loss Contingencies [Line Items] | ||
Concentration Risk, percentage | 10.80% | 10.00% |
Net_Loss_Per_Share_Computation
Net Loss Per Share - Computation of Basic and Diluted Earnings per Share (Detail) (USD $) | 3 Months Ended | |
In Thousands, except Share data, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Numerator | ||
Net loss attributable to common stockholders | ($159,940) | ($146,335) |
Denominator | ||
Basic | 142,364,327 | 139,982,297 |
Diluted | 142,364,327 | 139,982,297 |
Net loss per share attributable to common stockholders | ||
Basic | ($1.12) | ($1.05) |
Diluted | ($1.12) | ($1.05) |
Net_Loss_Per_Share_Summary_of_
Net Loss Per Share - Summary of Anti-Dilutive Securities Excluded from Computation of Diluted EPS (Detail) | 3 Months Ended | |
Mar. 31, 2015 | Mar. 31, 2014 | |
Stock Options [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Anti-dilutive securities excluded from computation of diluted EPS | 10,147,018 | 12,286,997 |
Restricted stock and Restricted Stock Units [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Anti-dilutive securities excluded from computation of diluted EPS | 382,801 | 296,752 |
Segment_Reporting_Additional_I
Segment Reporting - Additional Information (Detail) | 3 Months Ended |
Mar. 31, 2015 | |
Segment | |
Segment Reporting [Abstract] | |
Reportable segments | 2 |
Segment_Reporting_Consolidated
Segment Reporting - Consolidated Net Loss (Detail) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Segment Reporting Information [Line Items] | ||
Net sales | $162,669 | $153,933 |
Segment Adjusted EBITDA | -51,821 | -53,195 |
Operating Segments [Member] | Education [Member] | ||
Segment Reporting Information [Line Items] | ||
Net sales | 128,870 | 121,874 |
Segment Adjusted EBITDA | -37,347 | -40,227 |
Operating Segments [Member] | Trade Publishing [Member] | ||
Segment Reporting Information [Line Items] | ||
Net sales | 33,799 | 32,059 |
Segment Adjusted EBITDA | -1,140 | -1,318 |
Corporate/Other [Member] | ||
Segment Reporting Information [Line Items] | ||
Segment Adjusted EBITDA | ($13,334) | ($11,650) |
Segment_Reporting_Consolidated1
Segment Reporting - Consolidated Statements of Operations (Detail) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Segment Reporting [Abstract] | ||
Total Segment Adjusted EBITDA | ($51,821) | ($53,195) |
Interest expense | -5,954 | -4,297 |
Depreciation expense | -18,409 | -17,239 |
Amortization expense | -52,824 | -62,670 |
Stock-based compensation expense | -3,095 | -2,397 |
Loss on derivative instruments | -2,220 | -103 |
Purchase accounting adjustments | -197 | -575 |
Fees, expenses or charges for equity offerings, debt or acquisitions | -3,377 | -2,114 |
Restructuring | -10 | -205 |
Severance, separation costs and facility closures | -1,057 | -1,757 |
Loss before taxes | -138,964 | -144,552 |
Provision for income taxes | 20,976 | 1,783 |
Net loss | ($159,940) | ($146,335) |
Subsequent_Events_Additional_I
Subsequent Events - Additional Information (Detail) (Subsequent Event [Member], USD $) | 0 Months Ended | ||
6-May-15 | Apr. 23, 2015 | 7-May-15 | |
Subsequent Event [Line Items] | |||
Stock repurchase program authorized additional amount | $300,000,000 | $100,000,000 | |
Stock repurchase Common Stock value, authorized | 500,000,000 | 200,000,000 | |
Stock Repurchase Program, Period in Force | 2 years | ||
Term Loan [Member] | |||
Subsequent Event [Line Items] | |||
Revolving Credit Facility | 500,000,000 | ||
Scholastic Corporation [Member] | |||
Subsequent Event [Line Items] | |||
Consideration to be payable | 575,000,000 | ||
Escrow deposit | 34,500,000 | ||
Escrow deposit holding period | 18 months | ||
Termination fee | 28,800,000 | ||
Scenario, Forecast [Member] | Term Loan [Member] | |||
Subsequent Event [Line Items] | |||
Revolving Credit Facility | $800,000,000 |