-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, IItWZANd771R4KE73jUDQpkYcJeEp1+FhV9rkjbw40lEO/JKnYORUp9ob1RwiJWx iECytgq/+VyFomVevFD8uA== 0000930413-97-000621.txt : 19971120 0000930413-97-000621.hdr.sgml : 19971120 ACCESSION NUMBER: 0000930413-97-000621 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19971119 ITEM INFORMATION: FILED AS OF DATE: 19971119 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: SCHOLASTIC CORP CENTRAL INDEX KEY: 0000866729 STANDARD INDUSTRIAL CLASSIFICATION: BOOKS: PUBLISHING OR PUBLISHING AND PRINTING [2731] IRS NUMBER: 133385513 STATE OF INCORPORATION: DE FISCAL YEAR END: 0531 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 000-19860 FILM NUMBER: 97724557 BUSINESS ADDRESS: STREET 1: 555 BROADWAY CITY: NEW YORK STATE: NY ZIP: 10012 BUSINESS PHONE: 2123436100 MAIL ADDRESS: STREET 1: 555 BROADWAY CITY: NEW YORK STATE: NY ZIP: 10012 8-K 1 CURRENT REPORT SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report: November 19, 1997 SCHOLASTIC CORPORATION (Exact name of registrant as specified in its charter) Delaware 0-19860 13-3385513 (State of (Commission (IRS Employer Incorporation) File Number) Identification No.) 555 Broadway New York, New York 10012 (Address of principal executive offices) (Zip Code) (212) 343-6100 (Registrant's telephone number, including area code) Page 1 of 3 ITEM 5. OTHER EVENTS On November 17, 1997 Scholastic received notice of an action commenced on November 14, 1997 in the United States District Court, Southern District of New York, by Parachute Press, Inc. ("Parachute"), the licensor of certain publication and non-publication rights to the "Goosebumps"(R) series, against Scholastic Inc. and Scholastic Entertainment Inc. (formerly Scholastic Productions, Inc.) (collectively, "Scholastic"). The action was commenced following repeated notices from Scholastic to Parachute of material breaches by Parachute of the agreements under which such rights are licensed. Based on Parachute's failure to cure these material breaches, Scholastic exercised its contractual remedies under the agreements. As a result, Scholastic believes that it has made all payments required under the agreements and is also entitled to the return of certain amounts previously advanced to Parachute. Scholastic is continuing to publish the "Goosebumps" books and to exploit its media rights. In its complaint, Parachute alleges and seeks a declaratory judgment that Parachute has not breached material terms of the agreements under which the "Goosebumps" rights were licensed and, accordingly, that Scholastic has materially breached and anticipatorily repudiated the agreements by withholding advances and other payments due to Parachute under the agreements. Parachute also alleges trademark and copyright infringement by Scholastic in publishing the first book in the "Goosebumps Tripleheader" series, allegedly without a valid license from Parachute. In addition to the relief requested as part of the declaratory judgment, including the payment of all advances and other amounts provided for in the agreements (assuming no material breach by Parachute), Parachute seeks relief in the form of damages, including profits, in respect of its infringement and unfair competition claims. Although Parachute also requests a declaratory judgment that the license of Scholastic to exploit future "Goosebumps" books has been terminated as a result of Scholastic' s actions, Parachute indicates in its complaint that it intends to continue to deliver new "Goosebumps" manuscripts to Scholastic under the agreements. Goosebumps publishing is expected to account for less than 4% of Scholastic's revenues in fiscal 1997-1998. Scholastic does not expect that this dispute will have a material adverse effect on its financial condition. Scholastic believes that Parachute's claims, outlined above, are without foundation. Scholastic will vigorously defend the lawsuit and protect its contractual rights. Page 2 of 3 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. SCHOLASTIC CORPORATION Date: November 19, 1997 By:/s/Kevin J. McEnery ------------------- Name: Kevin J. McEnery Title: Executive Vice President and Chief Financial Officer Page 3 of 3 -----END PRIVACY-ENHANCED MESSAGE-----