McGraw Hill (MH) Registration Filing summary

Company overview and business model

• Leading global provider of information solutions for education, spanning K-12, higher education, and professional learning, with a focus on digital transformation and personalized learning experiences.

• Serves approximately 60 million learners and educators annually in over 100 countries, with 26 million paid digital users in FY2025.

• Offers flagship digital solutions such as ConnectED, ALEKS, Connect, and Access, leveraging proprietary content and advanced data science.

• Institutional sales model with a global sales force of 1,500 professionals and long-standing customer relationships.

• Operates in four segments: K-12, Higher Education, Global Professional, and International, with a diversified revenue base.

Financial performance and metrics

• FY2025 revenue: $2.1B (+7% YoY); net loss: $85.8M (improved from $193.0M loss in FY2024).

• Adjusted EBITDA FY2025: $726.8M (35% margin); Adjusted net income: $202.4M.

• 69% of revenue is re-occurring (digital subscriptions and multi-year print), with annual net dollar retention of 110% in Higher Ed and 105% in Global Professional.

• Cash flow from operations: $646.3M in FY2025; cash and equivalents: $389.8M as of March 31, 2025.

• Outstanding debt: $3.28B as of March 31, 2025, with recent refinancing extending maturities and reducing interest expense.

Use of proceeds and capital allocation

• Net proceeds of ~$466.6M from the IPO (at $20.50/share midpoint) will be used to repay a portion of the A&E Term Loan Facility.

• Post-offering, expected outstanding borrowings under the A&E Term Loan Facility: ~$642.9M.

• No current plans to pay dividends; focus on debt reduction and reinvestment in growth.