McGraw-Hill May Sell, Rather Than Spin, Education Business

McGraw-Hill(MHP) confirmed that it continues to move forward with a spinoff of its Education business, calling it

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‘Plan A’, even while it engages in talks with potential buyers for the business. It is believed that the division is worth more than $2.5 billion.

On today’s earnings conference call, the company indicated that the spinoff continued to be on track for the second half of the year

Michael A. Meltz – JP Morgan Chase & Co, Research Division

Terry or Jack, can you tell us on the spin– education spin, I mean it sounds like there’s no change to the timing. But can you talk about, kind of from here, when should we expect the Form 10 to be out? Or what are the major milestones ahead? And then I have one follow-up.

Jack F. Callahan

Yes, sure. Mike, we’ve already knocked a few of those off. We already have submitted — put our letter into the IRS for the tax ruling. That was completed in December. We are very much on pace with the filing of the Form 10. We’d probably target right now, I would say, the first few weeks of April in terms of moving that forward. So we’re progressing. I might actually — I think some of the bigger things for us to sort through are less the sort of regulatory or formulaic pieces of a spin. It’s more just the hard work we have ahead of us in terms of disassembling some of the plumbing that connects all the businesses and sorting out how we build stand-alone capability in each business. That’s probably the bigger pacing element ahead of us.

William G. Bird – Lazard Capital Markets LLC, Research Division

Two questions. I just wanted to clarify what your best estimate is now on spin timing. And then second, what’s a reasonable range to think about for 2012 buybacks?

Harold Whittlesey McGraw

Okay. In terms of the spin, as you know, as we talked about the Program Management Office and the 17 work streams, so much work has gone on and so much — I think we’re still focusing on the separation of the shared expenses and to be able to articulate very clear, effective and efficient cost structures for the 2 entities. Clearly, we’re talking 2012 and we’re going to do everything we can to accelerate this as best we can. As Jack was talking about, looking at early April for the Form 10. Once we get those notions completed, then it’s execution of the cost structure. So it will be in the second half of 2012. But every effort is being made to speed that along, but clearly in the second half of 2012.

We look forward to seeing and reporting on the Form 10 when it’s filed in April.  Unless, that is, the division is sold first.

Disclosure: The author holds no position in any stock mentioned