false
0000031667
0000031667
2026-05-19
2026-05-19
iso4217:USD
xbrli:shares
iso4217:USD
xbrli:shares
UNITED
STATES
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 (Date of earliest event reported): May 19, 2026 (May 19, 2026)
EDUCATIONAL DEVELOPMENT CORPORATION
(Exact
name of registrant as specified in its charter)
| Delaware |
|
000-04957 |
|
73-0750007 |
(State
or Other Jurisdiction
of Incorporation) |
|
(Commission
File Number) |
|
(I.R.S
Employer
Identification No.) |
5402 S 122nd E Avenue, Tulsa, Oklahoma 74146
(Address
of principal executive offices and Zip Code)
(918) 622-4522
(Registrant’s
telephone number, including area code)
(Former
name or former address, if changed since last report)
Check
the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under
any of the following provisions (see General Instruction A.2. below):
| ☐ |
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| |
|
| ☐ |
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| |
|
| ☐ |
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| |
|
| ☐ |
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities
registered pursuant to Section 12(b) of the Act:
| Common Stock, $.20 par value |
|
EDUC |
|
NASDAQ |
| (Title
of class) |
|
(Trading
symbol) |
|
(Name of
each exchange on which registered) |
Indicate
by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405
of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging
growth company ☐
If
an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying
with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
The
information disclosed in these Items 2.02, 7.01, and 9.01, including Exhibit 99.1 hereto, is being furnished and shall not be deemed
“filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the Exchange Act), or otherwise subject
to the liabilities under that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933,
as amended, or the Exchange Act except as expressly set forth by specific reference in such filing.
ITEM
2.02 RESULTS OF OPERATIONS AND FINANCIAL CONDITION
On
May 19, 2026, Educational Development Corporation announced, via press release, fiscal 2026 and fiscal fourth quarter financial results.
A copy of the press release is furnished herewith as Exhibit 99.1 and is incorporated herein by reference.
ITEM
7.01 REGULATION FD DISCLOSURE
On
May 19, 2026, Educational Development Corporation announced, via press release, fiscal 2026 financial results. Educational Development
Corporation’s fiscal 2026 earnings call will be held on Tuesday, May 19, 2026, at 3:30 PM CT (4:30 PM ET). A copy of the press
release is furnished herewith as Exhibit 99.1 and is incorporated herein by reference.
ITEM
9.01 FINANCIAL STATEMENTS AND EXHIBITS
(d)
EXHIBITS
Exhibit
Number |
|
Description |
| 99.1 |
|
Press release dated as of May 19, 2026 |
| 104 |
|
Cover Page Interactive Data
File (formatted as Inline XBRL) |
SIGNATURE
Pursuant
to the requirements of the Exchange Act, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto
duly authorized.
| Educational Development Corporation |
|
| |
|
|
| By: |
/s/ Craig M.
White |
|
| |
Craig M. White |
|
| |
President, Chief Executive Officer, and
Chairman
of the Board |
|
| |
|
|
| Date: |
May 19, 2026 |
|
EXHIBIT
99.1
EDUCATIONAL
DEVELOPMENT CORPORATION
ANNOUNCES
FISCAL FOURTH QUARTER AND FISCAL 2026 RESULTS
TULSA,
OK, May 19, 2026—Educational Development Corporation (“EDC”, or the “Company”) (NASDAQ: EDUC), a publishing
company specializing in books and educational products for children, today reports financial results for the fiscal fourth quarter and
fiscal year ended February 28, 2026.
Fiscal
Year Summary Compared to the Prior Year
| ● | Net
revenues of $22.9 million compared to $34.2 million. |
| ● | Average
active PaperPie Brand Partners totaled 5,800 compared to 12,300. |
| ● | Earnings
before income taxes totaled $5.3 million. Excluding the gain on the building sale
of $12.2 million, loss before income taxes were $(6.9) million. |
| ● | Income
tax expense was $3.0 million, with an effective tax of 56.5%, due to a one-time valuation
allowance of $1.5 million. |
| ● | Net
earnings totaled $2.3 million. |
| ● | Earnings
(loss) per share totaled $0.27, compared to a loss of $(0.63), on a fully diluted basis. |
Fourth
Quarter Summary Compared to the Prior Year Fourth Quarter
| ● | Net
revenues for the quarter were $4.2 million compared to $6.6 million. |
| ● | Average
active PaperPie Brand Partners totaled 4,500 compared to 9,400. |
| ● | Loss
before income taxes were $(2.1) million, a $0.6 million decline over the prior fiscal fourth quarter. |
| ● | Income
tax expense was $1.0 million due to a one-time valuation allowance of $1.5 million. |
| ● | Net
Loss totaled $(3.1) million a decline of $1.8 million over the prior fiscal fourth quarter. |
| ● | Loss
per share totaled $(0.37) compared to loss per share of $(0.16), on a fully diluted basis. |
Per
Craig White, Chief Executive Officer, “Throughout fiscal 2026, we continued to run promotions with discounted pricing, strategically
prioritizing cash flow over profitability to reduce debt and lower inventory as part of our plan with the bank. These tactical decisions
helped us reduce our bank debts and past due invoices with our vendors. Remember, during the third quarter of fiscal 2026, we completed
the sale of the Hilti Complex for $32.2 million. The cash flow we produced coupled with the proceeds from that transaction allowed us
to completely pay off our bank borrowings totaling $30.9 million and we now remain debt free.”
“During
fiscal 2026, we reduced our inventory levels from $44.7 million to $37.7 million, generating $7.0 million of cash flows. Although we
are debt free, we remain focused on reducing our excess inventory and the cash flow generated from inventory reductions is expected to
further bolster our financial position. Our company has always taken a conservative approach to operations, and we believe the cash flow
gained from reducing surplus inventory and our cost cutting efforts position us well for future growth and performance.”
“While
completing the sale of the Hilti Complex and eliminating our interest and bank debts were our first priority, we have also continued
to focus on reducing our operating expenses. At the end of the fiscal year, as the next step in our turn-around plan, we executed a strategic
restructuring of our office and warehouse staff, including executive pay reductions, a small reduction in force, along with other expense
reductions. The total saving to our general and administrative expenses should exceed $1.2 million in fiscal 2027, giving us the flexibility
to continue our conservative purchasing plan which is expected to energize both of our sales divisions. I am glad to say that we have
begun releasing new titles in early fiscal 2027 and are looking to add additional new titles this summer and fall. In addition, we announced
a new $2.0 million Line of Credit with Regent Bank. This line gives us additional working capital, should we need it, to assist with
the pace of our planned growth.”
“I
am proud of the efforts of our team to stay focused during this challenging period of high inflation and the resulting reduced disposable
income of our customers.”
EDUCATIONAL
DEVELOPMENT CORPORATION
CONDENSED STATEMENTS OF OPERATIONS (UNAUDITED)
| | |
Three Months Ended
February 28, | | |
Twelve Months Ended
February 28, | |
| | |
2026 | | |
2025 | | |
2026 | | |
2025 | |
| NET REVENUES | |
$ | 4,178,300 | | |
$ | 6,636,300 | | |
$ | 22,913,600 | | |
$ | 34,191,000 | |
| | |
| | | |
| | | |
| | | |
| | |
| EARNINGS (LOSS) BEFORE INCOME TAXES | |
| (2,096,400 | ) | |
| (1,530,000 | ) | |
| 5,346,800 | | |
| (6,855,000 | ) |
| | |
| | | |
| | | |
| | | |
| | |
| INCOME TAXES | |
| 1,010,600 | | |
| (184,500 | ) | |
| 3,021,600 | | |
| (1,591,400 | ) |
| NET EARNINGS (LOSS) | |
$ | (3,107,000 | ) | |
$ | (1,345,500 | ) | |
$ | 2,325,200 | | |
$ | (5,263,600 | ) |
| | |
| | | |
| | | |
| | | |
| | |
| EARNINGS (LOSS) PER SHARE | |
$ | (0.37 | ) | |
$ | (0.16 | ) | |
$ | 0.27 | | |
$ | (0.63 | ) |
| | |
| | | |
| | | |
| | | |
| | |
| DIVIDENDS PER SHARE | |
$ | - | | |
$ | - | | |
$ | - | | |
$ | - | |
| | |
| | | |
| | | |
| | | |
| | |
| WEIGHTED AVERAGE NUMBER OF COMMON AND EQUIVALENT SHARES OUTSTANDING | |
| | | |
| | | |
| | | |
| | |
| Basic | |
| 8,511,364 | | |
| 8,583,494 | | |
| 8,563,491 | | |
| 8,348,971 | |
| Diluted | |
| 8,511,364 | | |
| 8,583,494 | | |
| 8,563,491 | | |
| 8,348,971 | |
Fiscal
2026 Earnings Call
Date:
Tuesday, May 19, 2026
Time:
3:30 PM CT (4:30 PM ET)
Dial-in
number: (800) 717-1738
Conference
ID: 58335
The
conference call will be broadcast live and audio replays will be available following the event at www.edcpub.com/investors.
About
Educational Development Corporation (EDC)
EDC
began as a publishing company specializing in books for children. EDC is the owner and exclusive publisher of Kane Miller Books (“Kane
Miller”); Learning Wrap-Ups, maker of educational manipulatives; and SmartLab Toys, maker of STEAM-based toys and games. EDC is
also the exclusive United States MLM distributor of Usborne Publishing Limited (“Usborne”) children’s books. EDC-owned
products are sold via 4,000 retail outlets and EDC and Usborne products are offered by independent brand partners who hold book showings
through social media, book fairs with schools and public libraries, in individual homes, as well as other in-person events and internet
sales.
Contact:
Educational
Development Corporation
Craig
White, (918) 622-4522
Cautionary
Statement for the Purpose of the “Safe Harbor” Provision of the Private Securities Litigation Reform Act of 1995.
The
information discussed in this Press Release includes “forward-looking statements.” These forward-looking statements are identified
by their use of terms and phrases such as “may,” “expect,” “estimate,” “project,” “plan,”
“believe,” “intend,” “achievable,” “anticipate,” “continue,” “potential,”
“should,” “could,” and similar terms and phrases. Although we believe that the expectations reflected in these
forward-looking statements are reasonable, they do involve certain assumptions, risks and uncertainties and we can give no assurance
that such expectations or assumptions will be achieved. Known and unknown risks, uncertainties and other factors may cause our actual
results, performance, or achievements to be materially different from any future results, performance or achievements expressed or implied
by forward-looking statements. Factors that could cause or contribute to such differences include, but are not limited to, our success
in recruiting and retaining new brand partners, our ability to locate and procure desired books, our ability to ship the volume of orders
that are received without creating backlogs, our ability to obtain adequate financing for working capital and capital expenditures, economic
and competitive conditions, regulatory changes and other uncertainties, the COVID-19 pandemic, as well as those factors discussed in
our Annual Report on Form 10-K for the year ended February 28, 2026, all of which are difficult to predict. In light of these risks,
uncertainties and assumptions, the forward-looking events discussed may not occur. All forward-looking statements attributable to us
or persons acting on our behalf are expressly qualified in their entirety by the cautionary statements in this paragraph and elsewhere
in our Annual Report on Form 10-K for the year ended February 28, 2026 and speak only as of the date of this Press Release. Other than
as required under the securities laws, we do not assume a duty to update these forward-looking statements, whether as a result of new
information, subsequent events or circumstances, changes in expectations or otherwise.
