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Graham Holdings Company 2015 Annual Report

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Graham Holdings Company 2015 Annual Report GRAHAM HOLDINGS 1300 NORTH 17TH STREET SUITE 1700 ARLINGTON, VA 22209 2015 ANNUAL REPORT 703 345 6300 GHCO.COM CORPORATE DIRECTORY BOARD OF DIRECTORS Donald E. Graham (3, 4) T homas S. Gayner (1, 3) G. Richard Wagoner, Jr. (1) Chairman of the Board Co-Chief Executive Officer, Retired Chairman of the Board and Chief T imothy J. O’Shaughnessy (3, 4) Markel Corporation Executive Officer, General Motors Corporation President and Chief Executive Officer A nne M. Mulcahy (2, 4) Katharine Weymouth (3) Lee C. Bollinger (2) Retired Chairman of the Board and Former Chief Executive Officer and Publisher, Chief Executive Officer, Xerox Corporation The Washington Post President, Columbia University (4) Christopher C. Davis (1, 3, 4) Ronald L. Olson Committees of the Board of Directors Partner, Munger, Tolles & Olson LLP (1) Audit Committee Chairman, Davis Selected Advisers, LP (2) Compensation Committee Barry Diller (2, 3, 4) James H. Shelton President and Chief Impact Officer, 2U (3) Finance Committee Chairman and Senior Executive, IAC Chairman and Senior Executive, Expedia, Inc. Larry D. Thompson (2) (4) Executive Committee Retired Executive Vice President–Government Affairs, General Counsel and Corporate Secretary, PepsiCo O THER COMPANY OFFICERS Hal S. Jones Wallace R. Cooney P inkie Dent Mayfield Senior Vice President–Finance Vice President–Finance Vice President–Corporate Affairs Chief Financial Officer Chief Accounting Officer Special Assistant to the Chairman Nicole M. Maddrey Denise Demeter Marcel Snyman REVENUE BY PRINCIPAL OPERATIONS Senior Vice President, General Counsel Vice President Controller and Secretary Chief Human Resources Officer T heresa A. Wilson n EDUCATION 74% Jacob M. Maas Stacey Halota Vice President—Risk Management Senior Vice President–Planning Vice President–Information Security and Privacy n TELEVISION BROADCASTING 14% E laine Wolff and Development Jocelyn E. Henderson Vice President, Associate General Counsel n OTHER BUSINESSES 12% Gerald M. Rosberg Vice President–Corporate Audit Services and Assistant Secretary Senior Vice President–Planning A nthony Lyddane and Development Vice President–Tax A ndrew S. Rosen Daniel J. Lynch Executive Vice President, Vice President Chairman and Chief Executive Officer, Treasurer Kaplan ANNUAL MEETING FORM 10-K The annual meeting of stockholders will be held on May 12, 2016, The Company’s Form 10-K annual report to the Securities and at 8:30 am, at CEB Waterview Conference Center, 1919 North Exchange Commission is part of this annual report to shareholders. Lynn Street, Arlington, VA 22209. All of the Company’s SEC filings are accessible from the Company’s website, ghco.com. STOCK TRADING Graham Holdings Company Class B common stock is traded on C OMMON STOCK PRICES AND DIVIDENDS the New York Stock Exchange under the symbol GHC. Class A High and low sales prices for 2014 and the first half of 2015 were common stock is not traded publicly. revised to reflect the Cable ONE spin-off. STOCK TRANSFER AGENT AND REGISTRAR 2015 2014 General shareholder correspondence: Quarter High Low High Low Computershare PO Box 30170 January–March $664 $505 $450 $369 College Station, TX 77842-3170 Transfers by overnight courier: April–June $676 $575 $445 $390 Computershare July–September $724 $565 $449 $413 211 Quality Circle, Suite 210 College Station, TX 77845 October–December $608 $469 $574 $406 SHAREHOLDER INQUIRIES Communications concerning transfer requirements, lost certi- Class A and Class B common stock participate equally as to dividends. ficates, dividends and changes of address should be directed to Total dividends paid during 2015 were $9.10 with three quarterly divi- Computershare Investor Services: dends paid at a rate of $2.65 per share and one dividend paid at a rate Tel: (800) 446-2617 of $1.15 per share. The quarterly dividend rate was adjusted as a result (781) 575-2723 of the spin-off of Cable ONE. Quarterly dividends were paid at the TDD: (800) 952-9245 rate of $2.55 in 2014. At January 29, 2016, there were 28 Class A Questions also may be sent via the website: and 477 Class B registered shareholders. www-us.computershare.com/investor/Contact. Design: Vivo Design, Inc. Printing: Westland Printers Financial Highlights (in thousands, except per share amounts) 2015 2014 Change Operating revenues $ 2,586,114 $ 2,737,032 (6%) Income (loss) from operations $ (80,825) $ 232,720 — Net income (loss) attributable to common shares $ (101,286) $ 1,292,996 — Diluted earnings (loss) per common share from continuing operations $ (25.23) $ 115.40 — Diluted earnings (loss) per common share $ (17.87) $ 195.03 — Dividends per common share $ 9.10 $ 10.20 (11%) Common stockholders’ equity per share $ 429.15 $ 541.54 (21%) Diluted average number of common shares outstanding 5,818 6,559 (11%) OPERATING REVENUES INCOME (LOSS) FROM OPERATIONS ($ in millions) ($ in millions) 20 15 2,586 20 15 (81) 20 14 2,737 20 14 233 20 13 2,601 20 13 149 20 12 2,585 20 12 (6) 2011 2,693 2011 157 NET INCOME (LOSS) ATTRIBUTABLE TO COMMON SHARES RETURN ON AVERAGE COMMON ($ in millions) STOCKHOLDERS’ EQUITY* 20 15 (101) 20 15 (4.1%) 20 14 1,293 20 14 46.6% 20 13 236 20 13 9.0% 20 12 131 20 12 5.2% 2011 116 2011 4.4% DILUTED EARNINGS (LOSS) PER COMMON SHARE DILUTED EARNINGS (LOSS) PER COMMON SHARE FROM CONTINUING OPERATIONS ($) ($) 20 15 (25.23) 20 15 (17.87) 20 14 115.40 20 14 195.03 20 13 8.61 20 13 32.05 20 12 (7.17) 20 12 17.39 2011 4.45 2011 14.70 * Computed on a comparable basis, excluding the impact of the adjustment for pensions and other postretirement plans on average common stockholders’ equity. 2015 ANNUAL REPORT 1 To Our Shareholders A change in leadership often raises questions about a dividend of $450 million to Graham Holdings as company. This may be especially relevant for one like part of the spin-off transaction. Graham Holdings, which has had remarkable stability in its senior leadership and has operated under the n Andy Rosen returned as CEO of Kaplan. As same guiding principles for a very long time. If you’re Kaplan reshapes itself, I can think of no better reading this, it’s likely you’re already a shareholder leader to be at the helm. and have an understanding of the values, ethics, and judgment of the past leaders. Understandably, n We completed the sale of our U.S. vocational you’re going to wonder what’s going to change in the campuses to Education Corporation of America. years ahead. I’ve tried to anticipate your questions This concluded a long process to help those cam- and answer them. But at the risk of being a spoiler, puses, which were operating in an increasingly the axis on which the Graham Holdings world turns tough regulatory and competitive environment, won’t be drastically tipped. find a good long-term home. n In November, Don Graham transitioned from the CEO role, and I took the reins. Don remains IT’S HARD TO CALL 2015 ANYTHING active as Chairman of the Board. OTHER THAN A YEAR OF TREMENDOUS CHANGE AND MOVEMENT. n We added to our industrials sector with the purchase of Group Dekko, an Indiana based custom manu- facturer of electrical products and components There are two main pieces I’d like to cover: where run by John May, an experienced CEO. Graham Holdings is today and what we envision for the future of the Company. Hopefully, this letter will provide n Kaplan signed an agreement to purchase Mander a clear assessment of the Company’s performance, Portman Woodward, a group of sixth-form colleges while laying out some principles for future operations. in the United Kingdom, and the transaction closed in early 2016. The present: n A fresh look at our cost structure is expected to What happened in 2015, and how do the changes this yield over $50 million in annualized cost savings. year position us for the future? We expect to see the benefits of these actions It’s hard to call 2015 anything other than a year of over the course of 2016. tremendous change and movement: For many years, Graham Holdings predominantly n Cable ONE began trading July 1 as an independent consisted of high-margin media businesses. Over company as a result of a spin-off and provided a the past 5 years that has changed dramatically, 2 2015 ANNUAL REPORT although not entirely, thanks to our wonderful TV station group, Graham Media Group (GMG). The average operating income margin for Graham WHEN GRAHAM HOLDINGS Holdings (before impairments of goodwill and other CONSIDERS BUYING A BUSINESS, long-lived assets and amortization of intangible ONE OF THE QUESTIONS WE ASK assets) over the last 3 years has been 7.9%.(1) In 2015, IS, “COULD WE SEE OURSELVES we focused much effort on improving corporate OWNING THIS BUSINESS FOR THE cost structures, both within subsidiaries and at the NEXT 20 TO 30 YEARS?” parent level. We think these changes align well with our decentralized operating model and in some cases will yield operational improvements. We don’t view lifting has been completed, and it will be much easier this as a one-time effort, but rather a shift in our to follow our business performance in 2016. operational thinking. Any cost that does not drive revenue or enhance the quality of our products such The Cable ONE spin-off deserves some additional that it will improve revenue in the long run will be attention. As a business, Cable ONE made up ruthlessly scrutinized as to its necessity. Our view is roughly half of the pre spin-off operating income and that companies that keep their non-strategic costs one-third of the cash flow of Graham Holdings.
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