In a move that had been expected, Bertelsmann has increased its stake in Penguin Random House. After the deal is completed in September, Bertelsmann will have a 75% share of PRH with Pearson controlling the remaining 25%.
PRH was created in 2013 when Pearson merged Penguin with the Bertelsmann-owned Random House. Bertelsmann has always been the majority partner, with a 53% stake immediately after the merger.
In a statement, Thomas Rabe, chairman and CEO of Bertelsmann, said the Penguin-Random House combination has worked very well, calling the merger "a success story." He went on: "We completed the integration in a very short time, and today the group is the clear worldwide number one in book publishing. We are especially pleased about this because the book business has been part of Bertelsmann's identity for over 180 years. Beyond this, the transaction is an attractive proposition economically, as the earnings attributable to Bertelsmann shareholders will increase by more than 60 million euros.”
The sale of the 22% stake in PRH is the latest move by Pearson to restructure the company in light of a rapidly changing educational publishing market. The shifts in that area have led to weak financial results for Pearson. When the deal is completed, Pearson will receive $968 million which it said it will reinvest in the company; it will also use 300 million pounds to buy back shares.
The deal places a value of $3.55 billion on PRH, the world’s largest trade publisher. According to Pearson, the integration of Penguin and Random House cut costs by $150 million annually. Pearson has agreed not to look to sell any additional shares for at least 18 months.
By increasing its control of PRH, Bertelsmann gains greater governance rights at PRH and will, among other things, appoint the chairman of the book publishing group’s board. (Penguin’s chairman at the time of the merger, John Makinson, had been PRH’s first chairman. He retired last fall and was succeeded by Phillip Hoffman.) CEO of PRH Markus Dohle, who has also been a member of the Bertelsmann executive board since the start of the combination, will continue to lead the publisher.