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2016 Annual Report

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2016 Annual Report 2016 CHANGING PEOPLE’S LIVES BY FOSTERING MISSIONPASSIONATE CURIOUS , OURLEARNERS DEAR It’s fitting that Houghton Mifflin Harcourt® is starting a new chapter. For many of the students, educators and readers the company serves, a new chapter signals the kind of power the most meaningful content can have—opening the door to new ideas, subject areas and ways of thinking. In some ways, HMH® is also sustainable growth and free cash flow generation through “starting a new chapter” as a the ebbs and flows of our industry’s funding cycle. company. The year 2016 had its We are excited to welcome John J. Lynch, Jr., to the challenges but also much success. team. As HMH’s new President and CEO, Jack will As we’ve expressed in recent be instrumental in the next chapter for HMH. He is months, we were disappointed a seasoned executive with deep experience in K–12 with our overall performance education, and he has an impressive track record of last year, which was negatively generating exceptional returns for investors. Most impacted by investment decisions made several years recently, Jack served as CEO of Renaissance Learning, ago, a smaller domestic K–12 education market and a leading K–12 analytics company. Prior to that, he was market share, as well as by slower than anticipated the Founder and CEO of bigchalk.com, President and growth in the EdTech business, among other factors. CEO of the Pearson Technology Group, and a member of As we look ahead to the rest of 2017 and beyond, we the executive board of Wolters Kluwer. We are confident are focused on regaining share in our core business, that Jack is the right person to lead HMH in its next phase investing in our faster-growing adjacent products of growth amid the evolving education landscape. I and services, and right-sizing our cost structure. We look forward to working with him in the weeks ahead to believe this will set the Company on a path of long-term, ensure a seamless transition. INVESTING IN OUR CORE PRODUCTS One of the key pillars in our strategy is a commitment These and our other new core programs will be hosted to allocating the right amount of capital to our core on our new technology platform, “Ed: Your Friend in educational products to help improve our competitive Learning” (formerly referred to as HMH ONE). This positioning ahead of large adoption opportunities, and we platform provides additional value to our new core have already begun this process for upcoming adoptions. curriculum products by providing a single, state-of-the- art portal through which customers can experience our In the fourth quarter of 2016, we launched a new, state- content, simplifying and improving the user experience of-the-art science program, HMH Science Dimensions™, for both students and educators. which is the first K–12 curriculum built from the ground up to address the Next Generation Science Standards Our domestic education market is highly cyclical, (NGSS*). We also introduced HMH Social Studies, our fluctuating year to year. As we look to 2018 and 2019, we next generation social studies curriculum for grades see large new adoption opportunities in Texas, Florida, 6–12, and in our first quarter this year we launched a new California, Georgia and Virginia that collectively will K–6 social studies program created in partnership with contribute to what we expect to be the next high point in KidsDiscover®, a leading provider of dynamic, engaging, our industry’s funding cycle. We also expect continued magazine-style curriculum. These K–12 programs growth in the open territory portion of the market. We are address the needs of our customers and represent new determined to enter these significant opportunities with approaches within their subject areas, including the highly competitive, best-in-class products, and we are incorporation of virtual reality technology through HMH confident the investments we are making now will help Field Trips for Google® Expeditions. enable us to regain share over the next few years. *Next Generation Science Standards and logo are registered trademarks of Achieve. Neither Achieve nor the lead states and partners that developed the Next Generation Science Standards were involved in the production of this product, and they do not endorse it. HMH FIELD 40 TRIPS became available on the VIRTUAL REALITY TEACHING TOOL, Google Expeditions 19,400,000 A LOOK BACK at 2016 % C +/- + 8 9 7 CLASSROOMS + 40 000 5 6 , 4 ACCELERATED LEARNING – with ® 2 3 READ 180 Universal 1 . = 0 19.4 MILLION ASSIGNMENTS were COMPLETED by students on HMH’s Personal Math Trainer® Powered by Knewton™ HMH Science Dimensions was the FIRST COMPREHENSIVE K–12 CURRICULUM aligned to be % 100 to the Next Generation Science Standards Tools of Titans was the FIRST-EVER book based on a podcast to DEBUT AT #1 on The New York Times Best Seller list EXPANDING UPON OUR CORE EDUCATION STRENGTH At HMH, we know education. We know that fostering Our professional services business continues to gain passionate, curious learners goes beyond the classroom. traction, and we saw an increase in the percentage of From early learning to professional development—and services within our core product sales in 2016, which we everything in between—we believe that learning happens believe signals an encouraging trend. Our Heinemann everywhere. As we begin our new chapter as a Company, division, which produces award-winning resources for we also remain committed to investing in the adjacencies educators, continues to perform very well, with 2016 that we believe have the opportunity to best elevate and marking its 11th year of consecutive sales growth and a enhance our core business. 12% increase in school sales. Two examples of these adjacent business lines are Our Trade Publishing group saw modest year-over-year intervention solutions and professional services. growth, with steady performance in key verticals such as These adjacencies build on the strength of our core lifestyle driving positive results. Top titles included The K–12 education business by allowing us to offer more Whole30 by Melissa Hartwig and Tools of Titans by Tim complete solutions to our customers that improve Ferriss, both of which instantly made The New York Times® learning outcomes while contributing to our ability to Best Seller list. Within HMH Books for Young Readers, grow billings and free cash flow. Despite softness in the beloved brands such as Little Blue Truck continued to intervention market overall in 2016, our intervention generate solid sales. solutions business recorded single-digit billings growth for the year, and we are confident in the potential for this business in the years ahead. CHARTING A COURSE FOR LONG-TERM GROWTH In addition to committing to the right level of investment To summarize, for the remainder of 2017 we will focus on: for the development of our core programs ahead of • Investing in core K–12 product development ahead large adoption opportunities and continuing to invest of the large upcoming adoption opportunities in in adjacencies that we believe enhance our education 2018, 2019 and beyond; business, we are also taking additional steps to put HMH back on a path of long-term growth and • Driving performance within the adjacencies that free cash flow generation. we believe have the opportunity to best elevate and enhance our core business; and We are committed to improving our operational efficiency as well as strategically reducing costs in ways • Improving execution overall and implementing that will help simplify our business and better enable operational efficiencies and improvements to us to reinvest for growth. To that end, we are currently position us better for success in serving our engaged in a thorough review and evaluation of the customers. Company’s operating model and organizational design to help ensure that we are structured for maximum During my time as HMH’s interim President and CEO, I efficiency and effectiveness. have gained an even greater appreciation for the passion and dedication among our employees. This is a company Part of our Company’s new chapter also includes providing made up of people who believe strongly in its mission. I our shareholders with additional insight and visibility into am confident the steps we are taking now will help set the our business as well as the overall industry. While we are in Company up for success today and in the future. the early stages of providing this additional clarity, we have taken initial steps to provide additional information to help We are writing a new chapter, and we look forward to investors measure our financial performance and track our sharing updates on the remainder of 2017 and beyond. expectations going forward. Best Regards, L. Gordon Crovitz 400,000 Interim President and Chief Executive Officer UNIQUE USERS accessed the HMH Player ® app HEINEMANN celebrated its th CONSECUTIVE 11 year of GROWTH HMH LEADERSHIP * * * L. Gordon Crovitz* Joseph P. Abbott, Jr. William F. Bayers Ellen Archer Interim President and Executive Vice President Executive Vice President, President, Houghton Mifflin Chief Executive Officer and Chief Financial Officer General Counsel and Harcourt Trade Publishing Secretary Vicki L. Boyd Brook M. Colangelo* Marianne Mary J. Cullinane* Senior Vice President and Executive Vice President Congdon-Hohman Chief Content Officer and General Manager, Heinemann and Chief Technology Officer Interim Senior Vice President, Executive Vice President, Human Resources Product Planning, Development and Marketing * Martin J. Davy Rose M. CJ Kettler Lee R. Ramsayer Chief Platform Architect and Else-Mitchell Executive Vice President, Executive Vice President, Executive Vice President, Executive Vice President, Chief of Consumer Brands Global Sales Engineering Professional Services and Strategy * Executive officers as defined under Rule 3b-7 promulgated under the Securities Exchange Act of 1934, as amended UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C.
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