Item 1. Business
Item
1. BUSINESS
( a)
General Description of Business
We
are the owner and exclusive publisher of Kane Miller children’s books; Learning Wrap-Ups, maker of educational manipulatives; and
SmartLab Toys, maker of STEAM-based toys and games. We are also the exclusive United States Multi-Level Marketing (“MLM”)
distributor of Usborne Publishing Limited (“Usborne”) children’s books. We are a corporation incorporated under the
laws of the State of Delaware on August 23, 1965. Our fiscal year ends on February 28 (29).
Our
Company vision statement reflects “We believe that education is the catalyst for wonderment, kindness, and connection. Our vision
is to empower the world by sparking a child’s natural curiosity and lifelong love of learning through products and experiences
that meet at the intersection of education and play.”
Our
Company mission statement reflects “We are creating the story of tomorrow through people, products, and purpose.”
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(b)
Financial Information about Our Segments
We
sell children’s books, educational toys and games and other related products (collectively referred to as “products”
or “books”) through two business segments described below, which we refer to as “divisions” or “sales channels:”
● Direct
Sales Division (“PaperPie”) – This division sells our books and products through independent sales representatives
(“Brand Partners”) direct to the customer. Our Brand Partners sell our products in various ways, including hosting home parties,
through social media collaboration platforms on the internet, hosting book fairs with schools and public libraries and through other
events. This division had approximately 7,800 active Brand Partners as of February 28, 2025.
● Publishing
Division (“EDC Publishing” or “Publishing”) – This is our trade division which markets our Kane
Miller, SmartLab Toys, and Learning Wrap-Ups products through commissioned trade representatives who call on retail book, toy and specialty
stores along with other retail outlets. This division also has in-house representatives marketing by telephone and email to other customers
and potential customers. This division markets to approximately 4,000 retail outlets. In addition to exhibiting at national trade and
regional bookselling shows, our products are featured in agency showrooms in AmericasMart Atlanta, Dallas Market Center, and Minneapolis
Mart. In accordance with our distribution agreement with Usborne Publishing, the Company does not have the rights to distribute Usborne’s
products to retail customers. The distribution of Usborne’s products to retail customers was discontinued in early fiscal 2024,
when Usborne moved to a new retail distribution vendor.
Percent
of Net Revenues by Division
FY 2025
FY 2024
PaperPie
87 %
89 %
Publishing
13 %
11 %
Total net revenues
100 %
100 %
Additional
financial information relating to the Company’s reportable segments is included in Note 16, “Business Segments”, of the
Notes to Financial Statements in Item 15, “Exhibits and Financial Statement Schedules,” which is included herein.
(c)
Narrative Description of Business
Products
EDC’s
current catalog contains approximately 2,000 titles, with new additions added periodically across all lines of our products. Additionally,
a similar number of titles that do not have sufficient sales are identified as “out of print” and these titles are no longer
re-printed or included in future catalogs. The Company sells the remaining quantities of these out-of-print titles through their normal
sales channels at normal pricing and has not historically participated in the publishing industry’s “remainder” market.
Many of our products are interactive in nature, including our touchy-feely board books, activity books and flashcards, adventure and
search books, art books, sticker books, foreign language books, learning manipulatives and toys. We also have a broad line of ‘internet-linked’
books which allow readers to expand their educational experience by referring them to relevant non-Company websites. Our books also include
science and math titles, as well as chapter books and novels. Many of our Kane Miller books were originally published in other countries,
in their native languages, and we translate them to common American English and have exclusive rights to publish the titles in the United
States. Certain Kane Miller agreements include North American rights, and these titles are also sold into Canada. Our SmartLab Toys and
Learning Wrap-Ups imprints are owned product lines that are sold domestically and internationally, including the sale of foreign distribution
rights to specific customers.
Seasonality
Sales
for both divisions are greatest during the fall due to the holiday season. Additionally, there is a seasonal increase in spring associated
with Easter holiday season.
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Competition
While
we have the exclusive rights to sell Kane Miller books, Learning Wrap-Ups, and SmartLab Toys and are the exclusive United States Multi-Level
Marketing (“MLM”) distributor of Usborne books, we face competition from other publishers selling on the internet and directly
to our customer base. Our PaperPie division competes in recruiting and retaining Brand Partners, whom continuously receive opportunities
to work for other direct selling companies, as well as other non-traditional employment opportunities, especially in the gig marketplace
that provides multiple opportunities for part-time supplemental income. We also compete with other publishers in the school and library
book fair market, of which Scholastic Corporation is the largest.
Our
Publishing division faces competition from U.S. and international publishing companies that sell online and through the same retail bookstores,
toy stores, and gift and novelty stores that also offer a variety of non-book products.
Employees
As
of February 28, 2025, 83 full-time employees worked at our Tulsa, OK, San Diego, CA, and Ogden, UT facilities. Of these employees, approximately
49% work in our distribution warehouse in Tulsa, OK.
Company
Reports
Pursuant
to Section 13 or 15 of the Exchange Act, as soon as reasonably practicable after filing electronically or otherwise furnishing it to
the Securities and Exchange Commission (“SEC”), we make available, free of charge, on our website (www.edcpub.com) copies
of our Annual Reports, Quarterly Reports and Definitive Proxy Statements. Our website also includes an internet link to the federal SEC
website that contains additional public reports, including Current Reports on Form 8-K, amendments to those reports filed or furnished
to the SEC and reports of holdings of our securities filed by our officers and directors under Section 16 of the Exchange Act. These
reports can also be provided electronically, free of charge, upon request.
Item
1A. RISK FACTORS
We
are a smaller reporting company and are not required to provide this information.
Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.