GRAHAM HOLDINGS 1300 NORTH 17TH STREET 2019 ANNUAL REPORT SUITE 1700 ARLINGTON, VA 22209 703 345 6300 GHCO.COM REVENUE BY PRINCIPAL OPERATIONS EDUCATION 50% BROADCASTING 16% MANUFACTURING 15% HEALTHCARE 5% SOCIALCODE 2% OTHER BUSINESSES 12% FINANCIAL HIGHLIGHTS (IN THOUSANDS, EXCEPT PER SHARE AMOUNTS) 2019 2018 CHANGE Operating revenues $2,932,099 $2,695,966 9% Income from operations $ 144, 546 $ 246,161 (41%) Net income attributable to common shares $ 327,855 $ 271,206 21% Diluted earnings per common share $ 61.21 $ 50.20 22% Dividends per common share $ 5.56 $ 5.32 5% Common stockholders’ equity per share $ 624.83 $ 550.24 14% Diluted average number of common shares outstanding 5,327 5,370 (1%) OPERATING REVENUES INCOME (LOSS) FROM OPERATIONS ($ in millions) ($ in millions) 2019 2,932 2019 145 2018 2,696 2018 246 2017 2,592 2017 136 2016 2,482 2016 223 2015 2,586 2015 (158) NET INCOME (LOSS) ATTRIBUTABLE TO COMMON SHARES RETURN ON AVERAGE COMMON ($ in millions) STOCKHOLDERS’ EQUITY 2019 328 2019 10.5% 2018 271 2018 9.3% 2017 302 2017 11.3% 2016 169 2016 6.8% 2015 (101) 2015 (3.6%) DILUTED EARNINGS (LOSS) PER COMMON SHARE DILUTED EARNINGS (LOSS) PER COMMON SHARE FROM CONTINUING OPERATIONS ($) ($) 2019 61.2 1 2019 61.21 2018 50.20 2018 50.20 2017 53.89 2017 53.89 2016 29.80 2016 29.80 2015 (25.23) 2015 (17.87) TO OUR SHAREHOLDERS Last year I opened the Letter to Shareholders ■ A $29 million gain on the sale of the with these words: “…through a combination Company’s interest in Gimlet Media. of hard work and luck, more things went in the right direction at Graham Holdings than ■ Spectrum repacking capital projects at the not.” While the hard work continues, 2019 Company’s Detroit, Roanoke and Jacksonville results fell modestly short of our expecta- stations. This translated to $12 million in gains tions. We may have worse years in the future, for 2019 as these projects are mandated but we will certainly expect to have better and largely funded by the FCC. ones as well. ■ An $8 million impairment charge related At Kaplan, the struggles in some businesses to the purchase of WSLS in Roanoke and offset solid growth in others. Graham Media WCWJ in Jacksonville. This is non-cash. Group, our other large contributor, had a good year. One thing you should note about This letter has two primary objectives: first, to our 2019 results is that our income statement provide you with an update on the major earn- is likely to be among the most confusing in ing centers of the business; and, second, to years. Several large items flowed through the explain how we think about the need for Graham P&L this year. While we always have some Holdings to continue to evolve as a company. items that complicate our P&L, 2019 took the cake. Notable items include: MAJOR EARNERS ■ De-risking the pension plan with the pur- Kaplan had a challenging year. Income at chase of an annuity by our pension plan Kaplan fell from 2018, defying our expectation for a group of existing retirees. Accounting of an improved bottom line. Declines in three rules led to a non-cash gain of $92 million. businesses overshadowed the bright spots in the Kaplan portfolio. Kaplan Test Prep (KTP) ■ Marking-to-market our marketable equity had its third-straight down year. KTP has a securities portfolio. Our securities portfolio strong reputation and impressive operating appreciated by $99 million in 2019. While capabilities as the preeminent leader in the these gains reflect market value at the highly competitive standardized test prepara- end of 2019, they are only realized upon a tion industry. Financial results, however, have sale of the security. We ignore these gains been softening over the past several years as in evaluating our earnings and urge you to the comparative niche markets in which we do the same. currently operate become more saturated with competitive offerings, including an array ■ A Value Added Tax (VAT) adjustment of of low-cost and free products that enable $17 million at Kaplan International, which I students to patch together inexpensive prep- address later in this letter. aration from multiple sources. We believe that 2 / GRAHAM HOLDINGS ample opportunities remain for KTP to lever- the relationships we have with our existing age Kaplan’s capabilities and heritage in a partners. Two expansion examples: in part- manner that restores growth and margin nership with us, the University of Adelaide, expansion, but it will require retooling for a a longtime Kaplan Pathways partner, will new market environment. open a new campus located on our own Melbourne campus. The campus will offer In Singapore, increased regulatory risk pre- both undergraduate and graduate programs cipitated our exit from government training in fields such as IT, Commerce, Accounting programs in that country, which led to a and Finance. (This is just one highlight of meaningful decline in earnings relative to 2018. many for Kaplan Australia, which, under the Our larger business in Singapore, in which we host branch campuses of Western universities, remains solidly profitable. There are many large, bright spots at Kaplan... the Pathways Last, because of 2019 developments in a tax case in the U.K., we’ve concluded that our business continues to grow as we claim for VAT exemption in the U.K. may not add new university partners and be successful. As a result, we may not be able enhance the relationships we have to recover remitted VAT. While for years we had been remitting to the U.K. government with our existing partners. on certain transactions associated with our Pathways business, we had been carrying the remitted amount on our balance sheet leadership of Rob Regan and his team, has as a receivable, anticipating its repayment. become a meaningful contributor to our Through 2018, we accrued a receivable of Company.) Also, in the U.K., we announced $17 million. As this tax case developed in a new agreement to manage the online pro- 2019, we judged it prudent to expense our grams of the University of Liverpool, another receivable and began expensing VAT on an longtime Pathways partner. ongoing basis. The case has now been heard, and we await the result. If this assessment Our U.K. professional business is in the midst holds, as matters stand, this is a real cost in of a renaissance under Peter Houillion and the neighborhood of $6 million to $8 million his team. Changes in U.K. immigration rules per annum. nearly a decade ago severely damaged the earning power of this business, but Peter These challenges aside, there are many large, has rebuilt the business with a range of bright spots at Kaplan. VAT notwithstanding, new programs, most notably the award to the Pathways business continues to grow as administer the Solicitors Qualifying Exam we add new university partners and enhance (SQE), the U.K. equivalent of the bar exam 2019 ANNUAL REPORT / 3 in the U.S. Kaplan Professional U.K. has built other universities over time as well, but Purdue a reputation for quality and integrity in the is by far our largest partner and we will always industry second to none and continues to have a special commitment there. provide training for new recruits at three of the “Big Four” accounting firms. Graham Media Group (GMG) continues to punch above its weight. Our team, led by Emily Barr, does a remarkable job of navi- Graham Media Group continues gating the changing media landscape. We are not naive to the fact that viewership to punch above its weight. Our trends are evolving and younger people do team, led by Emily Barr, does a not watch local TV as often as their parents. remarkable job of navigating the But, we believe we have a stable business that generates meaningful cash flow and changing media landscape. leverages its quality brands in-market to build up new revenue streams. In Detroit, San Antonio and Jacksonville, our local sites Our 2018 agreement with Purdue University have surpassed all competitors, including to form Purdue Global was a long-term one, newspaper sites, to become the most popu- because we knew that creating a quality new lar source of local digital news content. In institution and brand takes time. Purdue our other markets, we’re hot on the trail. Global, with our support, is now almost two years into establishing itself on the educational In addition, GMG has launched a podcast landscape. Progress is slow but steady: stu- division, creating yet another mechanism to dent census is up, student retention is up, interact with our consumers and communi- and new-student academic preparedness and ties. While predicting consumer media habits degree-level aspirations are up. On both the is challenging, we believe people will always academic and non-academic sides, the institu- care about their local communities and tion has been investing in new capabilities and governments, even as they look to alterna- in establishing a brand in a crowded market. tive mediums to consume that news. Led by Because the financial burden of these invest- Catherine Badalamente, our digital team has ments falls on Kaplan, our earnings at Kaplan created a meaningful profit center for GMG Higher Education are modest to date. But we and is well positioned to leverage our local make those investments with the expectation news prowess to make our content available they will pay off over time. In the meantime, wherever our viewers, readers and listeners we have extended our valued relationship with want to interact.