Pearson plc
Q4 2012 Earnings Call Transcript

Published: 25 Feb 2013

[John Fallon:]

Okay. Well, good morning, everybody. Last October, when Marjorie announced that she was stepping down, I said I was going to use the transition to talk to a wide range of people both inside Pearson and outside about the company. And what I've heard is consistent with my own view and my experiences of the company over the past 16 years. The Pearson strategy is settled and sound, and what we now need to do is to accelerate the implementation of it significantly and urgently. So we are reshaping the organization to take advantage of what we believe is a once-in-a-generation opportunity, and one that will lead Pearson into its next phase of vigorous and sustainable growth. And this next phase is really all about accelerating the digital transformation, accelerating our move into services and building our presence in emerging markets. And we're going to do that by shifting some resources more quickly from our textbook publishing businesses to fund the faster-growing opportunities, and that, in essence, is what the restructuring we've announced this morning is all about. So my key point for today is this

[Robin Freestone:]

Thanks, John. Good morning, everyone. So relative to what we hoped at the start of the year, I reckon that I've characterized 2012 as one of the toughest that I can remember since I've been with Pearson. I'll give you the key numbers. Sales were up 5% at CER; and profits up 1%, recognizing, of course, that the FTSE disposal reduced profits by GBP 20 million compared to 2011. Operating cash was down on 2011, mainly due to a mismatch between accruals and cash payments due to FX and lower cash collections in the second half of the year. Our net debt was GBP 419 million higher at GBP 918 million, mainly as a result of acquisition spend of GBP 759 million in the year. And we increased our dividend again by 7% despite the difficulties of the year, reflecting our confidence in the future. Our largest markets, particularly for traditional textbook and testing services remained under budgetary pressure throughout the year. Against that backdrop, it was heartening that all our businesses made progress on sales at CER in 2012. And overall, we finished the year 5% ahead of 2011, helped by contribution from acquisitions. Of particular note were the following

[John Fallon:]

Okay, thanks, Robin. So let's talk now about that next phase in Pearson's development. It is, of course, something that we've been planning for some time, through for example, the creation of Penguin Random House. Penguin has been a very special part of Pearson for more than 4 decades. It is a very special company in its own right. It's deeply intertwined with both Pearson's culture, and indeed, its operations. But it had become increasingly clear to us that in a rapidly changing consumer book industry, Penguin's creative and financial success could be best secured in combination with another major international publishing house. And we viewed Bertelsmann and Random House as the ideal partners. And the more we get to know them, as for example, John Makinson and his colleagues engage with their counterparts in planning and plotting the future of the new company, the more convinced of that match that we become. This will be an excellent business and we will be active long-term partners in it. But this merger, as important as it is, is really only one part of Pearson's next phase. And as we think about that next phase, I draw 3 major conclusions from the 2012 results that Robin has just described. First, we won a lot of market share last year, yet in some of our biggest markets, the reward for gaining all that share was that we declined at a slower rate than our rivals. Second, we can draw strong confidence from really strong organic growth in some of our fastest growing markets, and those markets are categories just as much as they're geographies. So they're digital products and services; they're learning systems; they're the direct delivery of education as much as they are Brazil and China and India. And third, all parts of Pearson, all parts of Pearson are reflected by fundamental structural change. These are changes we've anticipated, we've been preparing for. We've talked to you about them often enough, and they present us with both challenges, as well as opportunities. And the precise nature and timing of the changes are up for debate, but the overall direction is not. And so what I want to do is spend the rest of my time this morning talking about how we're going to tackle those challenges and opportunities. And the very first point I want to make is that we have many of the key building blocks in place as Robin has just described

[Sami Kassab:]

Sami Kassab at Exane BNP Paribas. I have 2 questions today, please, John. The first one is in the context of the emerging market opportunity. Can you give us a bit more color on how the operating profit margin within the International Education division should develop over the coming years? Do you expect margins to go down a lot as you invest, or do you expect the revenue growth opportunity to be enough to be reinvested and keep margins steady? And second, if I may. Could you comment on the outlook you see for 2013 for the K-12 market and more specifically for the instruction material market? In the context of what seems to be a better adoption year, some improvement in education budgets, and hopefully, some positive impact from the Common Core Standards.

[John Fallon:]

Okay, all right. Well, in -- I'll take the first question, even though I am now the CEO of Pearson rather than running the International business. I think for the -- as you know, International business now 45% from emerging markets; the other 55% split fairly evenly between the U.K. and the rest of the world from a sales point of view. The businesses in emerging markets have a mix of margins depending partly on the business model and partly at the stage of the development. So for example, I think on the whole sistemas and universities would earn higher margins, margins in our language schools in China would be somewhat lower, but still decent. And the cash margin would be significantly better than the OI margin because of the business model and the way that we're building and developing the business. And I think, and Robin will -- may chip on this, broadly speaking, we'd expect the margins in our international business to continue as they are pretty much flat year-on-year, as we -- as the benefits we get from scale, we're reinvesting in growing the business. That, of course, is pre- the impact of restructuring charges this year. And then, Will, do you want to pick up on the -- I hear you want to talk about K-12, talk about the U.S. Schools market? Will, do you want to talk about the outlook for 2013 and maybe a bit of color on 2012?

[William T. Ethridge:]

As I've said last several years, we're in this transition period in U.S. education. So we have the combination of very tough funding issues. We have the shift from printed, digital. And we have the policy change of really going to Common Core. As you've seen, we've been able to invest during that period. We've been able to take share during that period. And we've been able to increase margin during that period. So we feel good about it. I think we're starting to see the uplift in school, but you got to be careful because we still have the funding pressures. And we still have some uncertainty of people spending before Common Core, which really starts picking up in '14 and '15. We have been doing well with our move to services. We did very well. These one-to-one, I can talk more about that. Obviously, our investment and connection has played off well. So I do think we're seeing sort of the light at the end of the tunnel in terms of the Common Core. But it's still -- it's still overall, the big factors of funding, and people waiting until '14 and '15 is still there.

[Sami Kassab:]

And your adoption last year, 380 this year, how much?

[William T. Ethridge:]

We usually update -- we update our new adoption number at half year. We keep reminding people -- given how strong we are in services and technology and everything else, it's less and less a meaningful number. But we'll update you at the half year. I don't think it's going to be materially that big a change in terms of the overall portfolio. We're really doing well because of this whole move to services. But we'll update you Sami in the half year.

[John Fallon:]

Mark?

[Mark Braley:]

Thanks, it's Mark Braley, Deutsche Bank. Two questions and one clarification. The GBP 150 million of charges this year, can you give us a feel broadly for how we should think about that, splitting between people costs, presumably property costs and then other, I guess, accelerated depreciation of IT and those sort of things? Second question is you kind of referenced execution risk, I suppose. Should we think about this as a big IT project, or is it a big IT project, plus going out and finding new partnerships and new business relationships in some of that long tail of markets? How -- what are the big execution risks, I suppose, is my question? The clarification was just, Robin, on the Penguin settlement costs, those are not in the adjusted metrics for 2012?

[John Fallon:]

I think you -- you want to deal do with that, first?

[Robin Freestone:]

So you're right, Mark, in as much as -- I'll stand up -- in that we've taken in 2012 some initial costs of setting out the joint venture, legal costs, some of the finance costs, that sort of thing. And we've also -- because we need to settle the agency arrangements in the United States, made provision in 2012 for our best estimate of what that will take to do that? Now, that number's obviously commercially sensitive, so it's all wrapped into one number. But we wouldn't have incurred those costs, was it not for the fact that we're forming Penguin Random House. So we believe it entirely sensible to take those through in 2012, make provision for them and treat them as a statutory item, not an adjusted earnings item, in the same way as the profit on sale that we'll realized in 2013 when we form the joint venture won't be taken through our adjusted earnings number either.

[John Fallon:]

Okay. I'll pick up on the -- what we spend on the restructuring and I'll then talk a little bit about implementation risk and then ask Will, perhaps, to add a few thoughts on that. So essentially, the restructuring charges this year are activity-led, by which I mean we're really looking at every element of the educational publishing supply chain around the world. So from product development, production, marketing, sales, customer service, distribution, warehousing. So it's right across the whole educational publishing supply chain, and it's pretty much all over the world. So you are right to assume that this will be primarily -- relate to roles, and clearly, that has some impact on property and asset write-downs as a result, but it is primarily activity-led. And just to reinforce the point that I made in the presentation, educational publishing will continue to be a very significant part of Pearson for many years to come, continue to contribute along in terms of profits of cash and it’s really important platform for migrating the business. We just need to be spending proportionately less on it than we are at the moment. And we have been doing that. So each year, we're shifting resources from the flat or slightly declining educational publishing businesses to the fast-growing digital services in emerging markets. But there's a limit to what you can do within the constraints of one annual budgeting round. And what this is doing really is accelerating that process and really enabling us to do something more like 5 years of what we've -- of restructuring that we would normally do to the annual budget process in one go. So it's a very significant shifting and tilting of our operating expense to where the big opportunity -- and in some ways, it's more -- it's akin to the sort of operating expenses catching up for where we've been reallocating the acquisition capital over the last few years. So given that, the execution risk is, as you can imagine, we've made some assumptions about our ability to sustain and manage sales through that process. Inevitably, it caused some uncertainty and anxiety within the company as you go through this process. I should say that quite a lot of this work is already underway, so quite a lot of this restructuring is being done as we speak or has already been done. But clearly, from a management point of view, it is a major challenge. I don't think I'd describe it to be like a major IT program in that way because I think it's much more containable in local markets around the world. But Will, I don't know if you want to add something to that in terms of how we manage our risk as we work through -- our way through this?

[William T. Ethridge:]

Yes, I mean we have been doing this for a while. We've been anticipating this change. It's that things -- the markets are accelerating. We've seen the benefit of these new models we've done. So what we're really doing is accelerating. I think the risk is what's made us strong is we are so customer focused, we're so execution focused. So with more change, there's always that emphasis to make sure we're staying focused on customers. I have to say though that people are up for this. They see that the new models are working, and they see that we have to do it, so yes, there's a few more moving parts. And we got to be able to stay focused on that, but there's a real passion and a real energy, I think, that we have to do this. And so I think we're going to stay very focused on customers though while we do it.

[John Fallon:]

And that last point Will has made is a very important one. So we've had in terms of developing this strategic framework I've been describing this morning, it has been developed led by Will, Robin and myself working with initially with the 30 most senior leaders of the education businesses around the world. And now we've engaged the next 120 senior people. So one of the big challenges to doing a -- one of the big risks in a program like this is getting buy-in [ph] engagement support commitment from senior management. And it's absolutely clear I, think, to the whole of the senior leadership of the company that this is the right thing to do and the right time, which I think gives us greater confidence we can manage the risks. So Padi there and then a gentleman behind you, so Padi there and then right behind.

[Vighnesh Padiachy:]

It's Padi from Goldman Sachs. I've got 3 questions, John. The first one on the gross restructuring costs for 2013, what exactly relates to Penguin and what is part of this acceleration process? Can you give us an idea of that, please? The second, I think, Robin, you alluded to the cash costs. Could you give us a profile of the cash costs for the restructuring, because you said you didn't want to disrupt the 2013 sales process? And finally, a question for Will, on the U.S. college market. I think the market overall was down about 6%. Can you give us an idea what the sort of print textbooks actually declined within that?

[John Fallon:]

Okay. Robin, do you want to take the first 2 questions and then Will on U.S. college?

[Robin Freestone:]

Yes. So to be absolutely clear, in our GBP 150 million 2013 gross restructuring, GBP 100 million net because we'll get about $50 million back in terms of benefit. Penguin Random House has not been included in that, Padi. So that will come in 2014, because we're pretty clear now that the regulatory process is going to take us into the second half of the year before we can get started. And that is not a great time to be restructuring in Penguin when it's in the midst of their major selling season, particularly in quarter 4. So we've decided at the moment, I mean, this could change depending on when regulatory approval came through. But at the moment the design is those Penguin Random House bringing together costs and restructuring will be incurred in 2014 not in the 2013 GBP 150 million gross number. In terms of your cash question, as John has said, the vast bulk of the restructuring that we're looking at is activity driven, meaning that, I'm afraid, significant costs have incurred in people leaving us. And so we would expect the cash cost to be pretty close to the numbers I've given you. There's 1 or 2 sort of smaller property-related charges there but actually cash costs are going to be pretty close to the numbers we've already given you.

[John Fallon:]

Okay. Will, do you want to pick up on the U.S. College question? And while you do, I should have said, I also some questions here from people that are e-mailing in. So there's a question from Shalini Gupta [ph], which is, "Can you please shed some light on the regulatory changes that are negatively affecting for-profit College enrollments?" So perhaps, Will, when you're talking about the overall outlook for Higher Ed how we performed in 2012 and the like, also pick up that question as well.

[William T. Ethridge:]

Yes. What happened -- the 2 most important things that happened in Higher Ed this past year was one, a drop in enrollment. We expected a drop in the for-profit around 8% because of all these regulatory issues around the for-profit sector. The other thing that happened was a drop in 2-year. And that was a little bit in part of the funding crisis that schools had a harder time keeping up with demand and really supplying the number of courses to meet the students and a little bit students as it kind of picks up a bit, that countercyclical issue. The other big change was the growth of rental. So it's just another form of substitutes. We've had used books. Now we have rental. We think that is a temporary issue. Rental only exists if you have a physical product and that's why we are moving so quickly to the digital models, that's why content as a service as part of other models is so important. And it's why we've been here in the industry. I can't really comment on the overall. These are also AAP stats so we don't put some of our -- just be pure apples-to-apples and be really honest in some of our pure technology stuff we don't have in there. What we have is in all our MyLabs, all our textbooks and all of that, but we don't have things like Embanet, all those kinds of things. So it's clear that enrollments were down. It's clear that rental picked up but it's also clear that rental over time will go away and it really is about, do you have the learning systems that really help kids learn and people teach and as we go digital, that whole issue goes away.

[John Fallon:]

And we'll pick up on the for-profit college enrollment regulation pressures?

[William T. Ethridge:]

Yes, I mean what happened for-profit is there was concern that students were being recruited in, in the promise of jobs and other things. There's concern about how much debt the students were taking on. There was concern about the marketing practices of the for-profit sector. So there was a lot of attention about that and the for-profit sector became much more focused on making sure that whatever they take in is going to do well and meets the standards. So with that, you saw a drop in the enrollments in the for-profit sector, it had been growing very strongly and then it went the other way.

[John Fallon:]

And Padi, could you just pass the microphone one back there.

[Ian Whittaker:]

It's Ian Whittaker from Liberum. Three questions please. First of all, just on the free cash flow. If you exclude the restructuring charges, can you talk about how we should look at 2013 free cash flow, given the operating profit is going to be similar presumably you still have digital investments, I'm wondering whether there'll be any change on the outlook in the debtor days? The other 2 questions just really refer to the U.S. Higher Education market. The first one, sort of just wondering what contingency plans you have in place if the publishers lose the Kirtsaeng versus J. Wiley case that is in the U.S. Supreme Court at the moment? And sort of the potential implications of that for your model? And the second thing is just if you look at the sort of your talk of moving more and more to digital, if you look at most of the -- in fact if you look virtually all the polls in terms of U.S. Higher Education students, there is still a very strong preference for print, there's around a 75% preference for print on there. Now obviously you've increased the growth of your digital sales but sort of just wondering how successful your policy can be of moving from print to digital if you've still got the bulk of students even now still prefer the print product?

[John Fallon:]

Okay. Robin, do you want to pick up on the free cash flow and then Will pick up on the 2 U.S. Higher Ed question?

[Robin Freestone:]

I think, we've probably given you most of the kind of elements of free cash flow forecast on the way through. We've said that we'd expect our operating cash conversion to return to more normalized levels so closer to the 100% we've done in the last 5 years, rather than the numbers we did in 2012 so that's a sort of solid start. We've also said that the restructuring is mainly cash, so you can figure out where that's going to be, more or less it's 100% impact. And then the cash tax we've indicated is going to increase, cash tax was particularly low for the reasons I outlined in 2012. It would've been other than that, other than the Hurricane Sandy impacts, actually more or less in line with 2011, about the same as 2011. But of course, we're going to get a double whammy there because we're going to pay the cash outs we didn't pay in December in February 2013. So we've guided you on cash tax to a number similar to the ETR. And so I think that, that gives you all the elements to get to a free cash flow forecast.

[John Fallon:]

Will is going to pick up on those 2 U.S. Higher Ed questions.

[William T. Ethridge:]

Yes. So on the Wiley case, it's about reimportation that's already happening. So I mean I think if we lose it's not going to change what's already, in sense, already happening that much. And on the second issue, I think a lot of those surveys are about the print book versus the static eBook, and we don't think that there's a lot of belief that students are going to go to static eBook. They actually go to static e-Book for price reasons. Where we are getting growth is through the MyLabs, where you are serving up in a dynamic personalized way, instruction to the students, giving data back to students, giving back data, back to professor. And it's clear that it's been growing very, very well, and we see no reason, especially given the investments we're making for that to slow down. The second thing that's happened over the last 1.5 years is we're doing this content as a service. So that schools are going to us and saying we want your libraries of content, we want the MyLabs but we also want to bring in, in a more dynamic way, OER. We want to bring in our own user generated materials. And they're going to us to help them make that happen because we have the platforms like EQUELLA, which is the standard for managing content. We have the MyLabs. We have our eCollege. We're doing intervention, one of the things we found out is that if you contact the student at the right time, and we can see it now digitally and you give them that call, "Hey, we've noticed this." It has a big impact in terms of retention. So you're absolutely right that the stat eBook -- just digitizing print doesn't do much and students are quite smart. But when they see that they get better grades, when schools can see that it can improve retention, that's -- those are the kinds of services that are making a difference.

[Ian Whittaker:]

Can I just go back to your answer for the second question? I mean, sort of the answer that it's happening now. I mean it is on the sort of small individual scale, but it's not really on groups and companies themselves that are important textbooks and cheaper markets because the legal situation is unclear. And it's almost as though there's the same legal principle here, which is Costco, for example, back in 2010. Sort of it was organizing mass imports of watches into the U.S. market to exploit the price arbitrage. If you sort of lose, if the publishers lose the case, is the concern not that you will get more established groups who would look to exploit the price arbitrage opportunities between cheaper markets overseas and the U.S.

[William T. Ethridge:]

But again you're talking about the static book. And like I say, it can't get much worse with rental and everything else. There's a big supply already of textbooks out there. We've seen that for a long time. So yes, if we were just in the business of selling textbooks, then you have a lot of substitutes . But we're not in that business as much as we [indiscernible]. It's really we're growing so much here in that, so we are really about things like the MyLabs, contents and service, the customization. If that's much better learning, people will feel much more engaged if they've had some involvement in it. But you're right, the absolute pure substitute, whether it's reimportation or rental or used book, that's been around for a while. We're moving off of that model.

[John Fallon:]

Okay, can you pass the microphone to the back there and then just while you're doing that, a few questions from Tim Nollen at Macquarie. "Will, I know you talked a bit about this on K-12 market before, but any updates you can give us on Common Core in the U.S. please, timing, what it means for you for sales in 2014 and beyond?"

[William T. Ethridge:]

Yes, the Common Core is where there are new assessments that will be -- are being developed. We're one of the companies that are developing those new assessments. With the Common Core and the Common Core raises the standards, with it, there's the move to more online. And with it is the move to really fundamentally change your teaching practices and teacher effectiveness. So we will play in a variety of ways. One, we are bringing out new curriculum tied to the Common Core; two, we are providing the instructional improvement systems. There were a number of RFPs tied to the Race To The Top that was done in conjunction with the Common Core for schools and districts to implement new instructional improvement systems. We've won the big majority of those. We are creating the assessments. We won the contract for assessing online readiness for testing. And then we've been -- and we're starting to see it this year, I think, it'll start picking up in the following year. Schools are coming to us and saying, "Hey, we need your help in pulling this all together, bringing in the digital curriculum, helping the teachers change their practices in implementing these platforms." Two districts this year got national claim, Huntsville, Alabama and Mooresville, North Carolina. In fact, Mooresville, the superintendent was selected as Superintendent of the Year. Both superintendents said that we could not have pulled off these one-to-one initiatives without Pearson. What it meant was they got laptops or devices for every kid. They retrained their teachers. They brought in new systems, most of them, or many of them, are ours and they used us really as the general contractor. So that's the example of the move to services. And we think we'll see more of that, as well as we will be playing the so-called point solutions of curriculum and assessment and platforms.

[John Fallon:]

Okay, Tim had 2 other questions which I'll just pick up very briefly. One was, "Do you foresee any need to raise capital through this process?" And I think, as Robin signaled, I think in terms of the headroom we've got to make bolt-on acquisitions the way we're confident this is going to deliver more cash generative business as a result. I think we're very comfortable with the capital in the business at the moment. And then the other question was, "How should we quantify the growth opportunity in 2015 and beyond? And what is your outlook on the pricing environment on your operating margins in this brave new world?" And clearly, that there is very much from, in each of those 4 business models, I think for the fourth business model and the migration of our Textbook Publishing business is to more learning systems. I think in the pack, we've given you a pretty clear sense of what the pricing and how that impacts on our margins as we work through. And clearly, on the first 3, particularly on direct-to-consumer and the Pearson Inside, the more directly we engage with the customer, we create a bigger opportunity for ourselves. So there's an opportunity to take a bigger part of the supply chain. And broadly speaking, we'd expect the margins to be similar and the working capital requirements to be less as we work through that. And I think I signaled on 2015 and beyond, I don't think we'd be more specific other than to say the whole purpose of doing this is to create a faster growing business, to create a leaner business and more cash-generative and a more profitable business. And that's what we very strongly believe will happen. Question right at the back there, and one here and one there.

[Matthew Walker:]

It's Matthew Walker from Nomura. Just 2 questions please. Do you think you can get a decent level of organic growth in 2014? Obviously that requires you to think about what's going to happen in North American Ed. It sounds like North American Ed organically could be down again in 2013, but then you've got Common Core coming in, et cetera. So do you think you can get growth in 2014? And the second and last question is on the FT. It sounded like, from what you were talking about in terms of embedding some of the FT in some of your consumer products, you still, for the time being anyway, you want to retain ownership of that business. Apart from the use of the FT brand in terms of language training, et cetera, in China or, et cetera, what are the real synergies, and how do you weigh up keeping that versus maybe selling it for a premium price to someone else who wants a trophy business or thinks they can exploit the brand in another way?

[John Fallon:]

Okay. On the FT, John Ridding, do you just want to talk a little about some of the ways in which the FT is engaged in the wider education structure and some of the things that we're looking at? And then I'll answer the other part of that question and then organic growth as well.

[John Ridding:]

Sure. Just wanted to see where the question came from, but the FT's -- its activities in business education, are already developing pretty well so, you mentioned the English language training. So we're working with global English to use FT video in that course material. We're working with Wall Street English to use FT articles throughout their course material. There's a range of other specific initiatives, Newslines, which is a new service we sort of launched and developed last year, which is already making FT content available to students and to professors and faculty, to annotate FT articles and to create sort of realtime case studies, is now -- it's sort of more than half of the 50 world-leading business schools and we're working with Edexcel and Pearson Learning Solutions on a nonexecutive directors' training and certification program. Now all of these, there's lots more things in the pipeline, what they have in common is that they're using existing assets to build business quite quickly with fairly low overheads and then they're fairly profitable quite quickly. So there are some of the specific things. I think more generally some of things that John has been talking about in terms of the transformational transition, direct-to-consumer models, data analytics, mobile, which is now about 1/3 of the FT's traffic, these are all sort of the areas of sort of technology and skill and expertise, where we can share the FT's experience and assets with Pearson's, and we're finding a lot of scope for that.

[John Fallon:]

And in terms of the broader question, I think I can add much to what I said earlier. Each and every part of Pearson needs to be a sustainably profitable business in its own right, all the time. We will constantly ask ourselves, of any business in Pearson, are we the best owners of it? And so that's the way we'll think about the FT just as the way we think about any other part of Pearson. I think, who else, we can take 3 more questions there, there and then Patrick.

[Alexander Christian DeGroote:]

It's Alex DeGroote of Panmure Gordon. Just on dividend, I think the implication of this hiatus of earnings over the next 2 years would be that cover would shrink. So there's a chart in the pack, which relates to healthy divi growth over the last decade or so, but does this portend a period of flattish dividend?

[John Fallon:]

Okay, Robin, do you want to pick that up and do you want to pick up on the question that we forgot to answer before, which is organic growth for 2014 as well?

[Robin Freestone:]

I'm not going to answer that one but I'll try. Dividend that's an easy one. So we, as I said, are absolutely committed to our progressive dividend policy. What the policy embraces is maintaining a 2x cover over the long term, so you are going to see the cover come off a little bit in the short-term clearly after restructuring costs but we are absolutely committed to our progressive dividend policy. We'll continue to grow the dividend well, because we have confidence in the future and that the returns will come in from the restructuring that we've announced today. The only thing we won't start giving, we don't imply, we try not to give organic growth guidance, for a start, we give guidance at CER. We've said in 2013 that we do expect to see our North American business grow at CER. I don't think we want to start giving 2014 guidance at this stage. It's a little bit early.

[Sarah Simon:]

Sarah Simon from Berenberg. Two questions, please. Just back on the restructuring, just to be clear, you've always made a virtue of the fact that your restructuring costs go above the line and there's always ongoing restructuring. So in terms of the FT acceleration to digital, is that in the GBP 150 million or not? And also the de-synergies of Penguin, you said the Penguin merger costs are falling into '14 but is the synergy elimination restructuring costs in the GBP 150 million? And then can you give us a kind of guidance as to how much you spent on restructuring overall in 2012? And then just on Common Core, obviously everyone is sort of pushing and pushing it, do you think that is also because beyond the fact that there is funding pressures to do with the materials themselves, there's also the massive costs associated with the technology? And do you think that could have implications for the way your business runs in terms of, for example, bundling hardware with software, any kind of pay-TV like model?

[John Fallon:]

Robin, do you want to take the restructuring question?

[Robin Freestone:]

Yes. So to be clear within the GBP 150 million, there is a small element of restructuring associated with the FT. It's pretty small and in fact, John is already doing it now, so it's really no more than it is already going on down at One Southwark Bridge. On the Penguin elements of it, there are subtly 2 slightly different elements here. One is preparing to unpick Penguin from our own infrastructure within the shared operations, shared services arenas that we talk -- that we have today. And that element is within the GBP 150 million. But what we try to make clear is the bringing together of Penguin and Random House, which as you can imagine is in itself a pretty big undertaking that John is planning for, is not in the GBP 250 million which we don't envisage those costs happening until 2014.

[John Fallon:]

Okay. And I think I sort of answered your question before by saying this is really the equivalent of doing 5 years of normal year restructuring in 1. Will, I'm not sure there's a lot left to say on the Common Core, but do you want to briefly talk about perhaps the relationships with device manufacturers and between hardware and software just briefly? And then 2 final questions here. So if we can get the microphone down ready that will be great.

[William T. Ethridge:]

Yes, I mean, obviously the device manufacturers are out trying to take advantage of Common Core. We work -- we don't work -- we work with many of them. One advantage we have is we can make it easy for the school to work with their existing hardware, with their existing systems and then we have the scale to make our content available in ways that work for them. So we've done things with Apple. We brought out a very exciting product this year called iLit, which is -- it's on the iPad. It's helping struggling students in reading. We're finding great engagement with the students, reading scores going up. But we work with other device makers as well. What's really helpful, though, is having a partner that can work with the teachers and the training given the data deal with a lot of those sort of last mile issues, and increasingly, we're seen as a company that can help do that rather than working with lots of companies. A lot of these districts are saying, "Let's go with Pearson and they can partner with others and make it easier for us to do it." Because it gets very, very time-consuming and complicated for these districts to deal with multiple vendors. so we're actually finding this is helping us a bit.

[John Fallon:]

Okay, a question here and then either of you.

[Giasone Salati:]

It's Giasone Salati from Espirito. Two questions please. You mentioned in your introduction, John, a dramatic and urgent acceleration needed. Now I have always seen the glass half-full with Pearson and always thought that the company is very, very well invested. You mentioned on the American Education, rental, is that one of the reasons and could you actually strip out any other reasons, which make this transformation now dramatic and urgent compared to 6 or 12 months ago? A long question, I apologize. Second one, your guidance for EPS this year, and this is probably for Robin, what is your view on sequester? Have you included the worst-case scenario, everything just being delayed to 2013 and '14 and beyond? Or this could go worse if we go for sequester?

[John Fallon:]

Okay. So I think, I mean, we can talk about this more later. But I think clearly, it's very much as I described it. I mean if you look at our results in 2012, you've got digital services, emerging markets growing rapidly. You've got the other half of the business, textbook publishing-led, outperforming the market probably as much, if not more than any point in the last 15 years, and the reward for that is with declining less slowly than the competition. Some of that is cyclical, but there are some structural factors there as well. I don't think, you don't really, I think, need to be that bright to work out that the logical thing to do is to fairly significantly allocate the process by which you take operating expenses out of the part of the business that is flat or declining and put them more aggressively into the parts that are growing and the reason now is the time to do it, I think, partly is for the reasons we outlined. Because we have now got the platform in place because of the bolt-on acquisitions that we've made a few years ago. We've now got that position in digital services and emerging markets. We've had a few years to get used to those services businesses, to make sure we understand them, the opportunities and the risks. We know that they work. We know that they're profitable and so now is the time to do it. And it's really just about bringing that greater sense of urgency to make the most of our opportunity and, therefore, also the framework really, the global businesses, the vertical business models, the greater geographic focus just brings it all together. So I think that's really the logic of it. Patrick, you have somehow managed to get yourself the last question. I don't know how you managed that.

[Patrick Wellington:]

It's Patrick Wellington at Morgan Stanley. Just 3 questions. The first one, though at this late stage, you can leave if you like. On North American Education organic growth was minus 1 after 9 months and it's minus 4 after 12 months. I know the quarters are different sizes, but do we need to read anything negative into that? Secondly, I'm going to go back to Common Core, Will is picking up his papers as if it's all over, but it isn't. Very simple question. Forget Pearson. Do you think the schools market in North America is going to have a very good year in 2014 and '15 because of Common Core, or don't you think that? And the third question is as a result of everything you've talked about this morning, do you think you'll have, as a group, more or less revenue in 2014 and 2015?

[John Fallon:]

Okay. Will, do you want to take the first 2, particularly on the, I think, we've sort of answered that part. It's partly the shift that's happening from December into January, I think it's part of that fact there.

[William T. Ethridge:]

Yes. I think the figures are not exactly right correct but it is true that the fourth quarter weakened versus the first 3 quarters although not as much as I think you said. And that's going to keep happening because what we're seeing is a shift in December, which has been traditionally our biggest month into January. So we're actually doing pretty well in January, and that's because of deferred revenue. That's because of later ordering and all of that. I'm not going to comment on what the school market is going to be in '14 and '15. We just stay focus on what we're doing. I think it should be better, but it's a long ways off.

[John Fallon:]

I think, Patrick, I was pretty clear in the conclusion that said the purpose of us doing this is to have the business that grows more quickly. So I think by definition, that would mean that we will have a -- we will have more sales in the future than we have currently.

[Patrick Wellington:]

It's quite disruptive you were also saying into '13 and '14, so do you expect -- do you expect disruption to depress sales before the benefits come back?

[John Fallon:]

I think we are -- we're not going to give more specific guidance than we've given already. But certainly by 2015, the whole purpose of doing this is we believe that by allocating the resources in the way we are to the faster growing opportunities, we can start to get the top line and the underlying growth of the business growing more rapidly than it did, for example, in 2012. That's the whole purpose of doing this. Okay. On that note, thank you very much indeed. Thanks for coming, and Simon is around and will help out with anything else that we can deal with.