Deck
Scholastic · SCHL · NASDAQ
A 105-year-old children's book publisher — U.S. home of Harry Potter, Hunger Games, and Dog Man — that sells most of its books through a national network of school book fairs and teacher-distributed book clubs.
$42.10
Price
$1.0B
Market cap
$1.6B
Revenue (TTM)
1920
Founded
Listed 1992 at $14; ATH $56 in 2002; range-bound $25–45 for fifteen years; capitulated to $16.54 in April 2025 before recovering to $42 fourteen months later.
2 · The split-story company
One profitable engine, three drags, all sold as one ticker.
- Children's segment. $963.9M revenue, 13.6% operating margin, $130.7M of operating income — a four-year (FY22–FY25) audited margin band at 12.2–13.8% that snapped back from the FY21 COVID-era collapse to ~1% and has held through the ESSER stimulus boom in FY22–23 and the ESSER cliff in FY24–25. ~50,000 elementary-school relationships and one named national rival in the 10-K.
- Education Solutions. $309.8M revenue, 2.0% margin — down 20% from the FY23 peak and down 28% YoY in Q1 FY26. Three product 'repositionings' in five years. Stride's 10-K, the largest digital K-12 winner of the ESSER era, doesn't list Scholastic as a competitor.
- International, 9 Story Entertainment, corporate. Collectively erase the Children's profit. The 9 Story animation studio acquired June 2024 for $176M posted a $12.1M FY25 segment loss; International still loss-making; ~$120M of corporate overhead absorbs the rest, dragging the consolidated margin to 1.0%.
At peer EV/EBITDA the Children's franchise alone clears $1.4–1.6B against a $940M enterprise value. The other segments are what made the stock cheap.
3 · The per-share compounder
Revenue has been flat for a decade; the share count fell 29% in seven years.
25.0M
Shares outstanding
down from 35.0M in FY2018
$400M
Sale-leaseback proceeds
NYC HQ + warehouse, Dec 2025
$300M
Repurchase authorization
incl. $200M Dutch tender at $36–$40
0.46×
P/B at FY25 close
~1.2× after the rally
Revenue has bounced in a $1.3–1.7B band for nine consecutive years, so the return mechanism has been mechanical share retirement at depressed multiples rather than top-line growth. December 2025's sale-leaseback retired the $250M credit-line draw used to fund 9 Story and left the balance sheet at $90M net cash (from $189M net debt a year earlier), and the board authorized a fresh $300M of buybacks within 90 days. Full tender subscription would take the float under 20M shares before any operating improvement.
4 · The denominator question
$145M of Adjusted EBITDA. $15.8M of GAAP operating income. Year three of recurring 'one-time' addbacks.
- The pattern. 'One-time' charges of $30.2M (FY24), $20.0M (FY25), and $25.0M YTD FY26 — up 148% versus the prior YTD — spanning severance, lease exits, M&A integration, and Asia/Canada restructuring. Three consecutive years of categories management calls episodic.
- The mechanic. The bonus plan's Corporate Operating Income metric explicitly excludes 'one-time items, legal/tax settlements, accounting changes, and impaired assets.' FY25 STIP 'achieved' $35.8M against $15.8M of GAAP — the gap is the addback line, paid for at 61% of target.
- The valuation effect. At 7–8× Adjusted EBITDA the Children's segment alone clears the enterprise value. At 7× the FY22–FY25 GAAP operating-income average of $58.5M, implied operating value falls to ~$400M. The sum-of-parts math turns on a denominator change alone.
Forensic risk score 44/100 — Elevated, not High. No restatement, no auditor turnover, no SEC inquiry. The risk is that through-cycle earnings power is $55M, not $145M.
5 · The single filing window
Four thesis variables resolve in one disclosure — late July 2026.
- 9 Story goodwill impairment test. $336.5M of goodwill plus intangibles sits on a segment that lost $12.1M in FY25 and cites 'delays in production greenlights from major platforms.' First annual impairment test on the now-two-year-old unit.
- FY26 final addback total. $25M YTD with one quarter to go. Under $15M validates the through-cycle case; $35M+ for the third consecutive year confirms institutionalized classification and shifts the multiple base to GAAP.
- Children's segment Q4 margin under full tariff pressure — the first test of pricing pass-through inside the proprietary channel — plus Education Solutions YoY in the fully ESSER-lapped comp.
- CEO succession. Peter Warwick (73) sits on a rolling one-year contract that re-anchors July 2026. No external search firm disclosed. The outcome shapes whether Chair/EVP Iole Lucchese — Special Executor of the Robinson Estate that controls 53.8% of Class A — consolidates the seat.
The Dutch tender closes in the same window. Most of the next twelve months of underwriting work resolves in a single week.
6 · Bull & Bear
Watchlist — the franchise is real, but the rally has consumed the discount.
- For. Children's segment held a 12–14% operating margin band for four consecutive years (FY22–FY25) through the ESSER stimulus boom and the ESSER cliff, after snapping back from the FY21 COVID-era collapse. The cleanest single durability signal in the file.
- For. Float aggressively retired below book — 35.0M shares (FY18) → 25.0M (FY25) → ~20M post-tender — funded by a real-estate monetization the market didn't price. ~$500M returned to shareholders since 2021 from a controlled structure that removes M&A-distraction risk.
- Against. The +147% rally from April 2025's $16.54 low has lifted P/B from 0.46× to ~1.2×, with the stock trading $2 above the announced $40 tender cap. The discount-to-book setup that powered the per-share story is over.
- Against. Three consecutive years of $20M+ 'one-time' addbacks against a bonus plan that explicitly excludes them. Controlled by an estate whose executor also chairs the board, runs the Entertainment segment that received the largest M&A check, and serves as Chief Strategy Officer.
My view — lean cautious until the FY26 10-K resolves. A clean addback line under $15M, no 9 Story impairment, and a Children's Q4 margin in band would flip the lean to long. A third $20M+ addback year plus a goodwill impairment settles it the other way.
Watchlist to re-rate: FY26 'one-time' addback total under $20M; Children's segment Q4 margin holding 12–14% under full tariff pressure; no 9 Story goodwill impairment in the July 2026 10-K; Education Solutions YoY at flat or better.