WLY 8-K
John Wiley & Sons, Inc. (WLY)
8-K
2022-12-07
For: 2022-12-07
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Added on
April 10, 2026
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
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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).
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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. o
Item 2.02 Results of Operations and Financial Condition.
On December 7, 2022, John Wiley & Sons Inc., a New York corporation (the “Company”), issued a press release announcing the Company’s financial results for the second quarter fiscal year 2023. A copy of the Company’s press release is attached hereto as Exhibit 99.1 and incorporated herein by reference.
Item 7.01 Regulation FD Disclosure.
On December 7, 2022, the Company held its second quarter fiscal 2023 earnings conference call. The Company is furnishing as Exhibit 99.2 to this Current Report on Form 8-K the presentation materials that were provided and discussed during the earnings conference call.
The information in these Items 2.02 and 7.01, including the exhibits hereto, (x) shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section and (y) shall not be incorporated by reference into any filing of the Company with the Securities and Exchange Commission, whether made before or after the date hereof, regardless of any general incorporation language in such filings (unless the Company specifically states that the information or exhibits in this particular report are incorporated by reference). The furnishing of the information set forth in this report is not intended to, and does not, constitute a determination or admission as to the materiality or completeness of such information.
Item 9.01 Financial Statements and Exhibits.
Exhibit No. Description
104 - Cover Page Interactive Data File (embedded within the Inline XBRL document).
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 thereunto duly authorized.
| JOHN WILEY & SONS, INC. | ||||||||||||||
| (Registrant) | ||||||||||||||
| By | /s/ Brian A. Napack | |||||||||||||
| Brian A. Napack | ||||||||||||||
| President and Chief Executive Officer | ||||||||||||||
| By | /s/ Christina Van Tassell | |||||||||||||
| Christina Van Tassell | ||||||||||||||
| Executive Vice President and Chief Financial Officer | ||||||||||||||
| Dated: December 7, 2022 | ||||||||||||||
Wiley Reports Second Quarter Fiscal Year 2023 Results
December 7, 2022 - Hoboken, NJ – Wiley (NYSE: WLY), one of the world’s largest publishers and a global leader in scientific research and career-connected education, today announced results for the second quarter ended October 31, 2022.
•GAAP Results: Revenue of $515 million (-3% vs. prior year), Operating Income of $57 million (-22% vs. prior year), and EPS of $0.68 (-31% vs. prior year)
•Adjusted Results at constant currency: Revenue of $515 million (+1% vs. prior year), Adjusted EBITDA of $124 million (-4% vs. prior year), and Adjusted EPS of $1.20 (-13% vs. prior year)
•Fiscal 2023 Outlook: Wiley is lowering its revenue outlook at constant currency due to consumer spending and enrollment headwinds in Academic & Professional Learning. Reaffirms full year outlook for Adjusted EBITDA and Free Cash Flow; Adjusted EPS trending to lower end of range mainly due to rising interest expense
MANAGEMENT COMMENTARY
“Despite the challenging economic environment, we continue to see good underlying momentum in our core growth areas of Research Publishing, Research Solutions, and Corporate Talent Development,” said Brian Napack, President and CEO. “This quarter’s results were weighed down by difficult market conditions in our publishing lines in Academic & Professional Learning. We are aggressively managing costs to offset these challenges while continuing to scale our growth offerings in line with favorable long-term trends.”
SECOND quarter performance
GAAP Measures Unaudited ($millions except for EPS) | Q2 2023 | Q2 2022 | Change | |||||||||||
| Revenue | $514.8 | $533.0 | (3%) | |||||||||||
| Operating Income | $57.4 | $73.9 | (22%) | |||||||||||
| Diluted EPS | $0.68 | $0.99 | (31%) | |||||||||||
| Non-GAAP Measures | Q2 2023 | Q2 2022 | Change | Change Constant Currency | ||||||||||
| Revenue | $514.8 | $533.0 | (3%) | +1% | ||||||||||
| Adjusted EBITDA | $123.8 | $127.1 | (3%) | (4%) | ||||||||||
| Adjusted EPS | $1.20 | $1.29 | (7%) | (13%) | ||||||||||
Please see attached financial tables for results for three month and six month periods
Excluding acquisitions and currency impact, revenue was down 0.5% for the quarter
Unfavorable FX variance of $22 million in Revenue; favorable variance of $1.7 million in Adjusted EBITDA and $0.08 in Adjusted EPS
Revenue
•Research was down 1% as reported, or up 3% at constant currency (+2% organic), driven by organic growth in Research Publishing and Research Solutions and contributions from Solutions acquisitions.
•Academic & Professional Learning revenue declined 14% as reported and 10% at constant currency. Education Publishing performance saw a significant decline in print course material offsetting solid growth in digital content and courseware. Professional Learning saw a material decline in professional publishing from a pullback in consumer spending offsetting continued strong growth in corporate leadership training.
•Education Services increased 12% as reported and 17% at constant currency (+13% organic), with strong double-digit growth in Talent Development offsetting a modest decline in University Services primarily from market-related enrollment challenges.
Adjusted EBITDA
•Research was down 4% at constant currency with revenue growth offset by investment to optimize and scale publishing and solutions.
•Academic & Professional Learning declined 12% at constant currency due to the revenue performance.
•Education Services rose 69% at constant currency due to revenue flow-through in Talent Development and the timing of expenses in University Services
•Adjusted Corporate Expenses were flat at constant currency with higher employee costs offset by the timing of certain expenses.
EPS
•GAAP EPS was $0.68 as compared to $0.99 in the prior year period, primarily reflecting lower operating income and a $0.19/share ($14 million) restructuring charge related to workforce actions and real estate optimization.
•Adjusted EPS of $1.20 was down 13% at constant currency, driven by lower adjusted EBITDA and higher interest expense.
Balance Sheet, Cash Flow, and Capital Allocation
•Net Debt-to-EBITDA ratio (trailing twelve months) at quarter-end was 2.1 compared to 2.0 in the year-ago period, and 1.6 at year end (April 30).
•Financing: On November 30, Wiley entered into an amendment to its revolving credit agreement that provides for senior unsecured credit facilities comprised of (i) five-year credit commitments with the principal amount of $1.315 billion, extended to a maturity date in November 2027, and (ii) $185 million in existing credit commitments to remain through the existing maturity date in May 2024.
•Net Cash Used in Operating Activities (YTD) was a use of $76 million on par with the prior year period. Note, Wiley’s regular use of cash in the first half of the fiscal year is driven by the timing of cash collections for annual journal subscriptions.
•Free Cash Flow less Product Development Spending (YTD) was a use of $126 million on par with prior year period.
•Share Repurchases (YTD): The Company utilized $17.5 million to repurchase approximately 382,000 shares at an average cost per share of $45.84.
Fiscal Year 2023 Outlook
Wiley is reducing its revenue growth outlook at constant currency due to consumer spending and enrollment headwinds in Education. Based on leading indicators, Wiley is reaffirming its guidance for Adjusted EBITDA and Free Cash Flow. Adjusted EPS is reaffirmed but trending to the lower end of range mainly due to rising interest expense.
Metric ($millions, except EPS) | FY22 Actual* | FY23 Outlook* Constant currency Original | FY23 Outlook* Constant currency Update | FY23 Outlook* Constant currency Current | ||||||||||
| Revenue | $2,083 | $2,175 - $2,215 | Reduced | $2,110 - $2,150 | ||||||||||
| Adjusted EBITDA | $433 | $425 - $450 | Reaffirmed | $425 - $450 | ||||||||||
| Adjusted EPS | $4.16 | $3.70 - $4.05 | Reaffirmed | $3.70 - $4.05 | ||||||||||
| Free Cash Flow | $223 | $210 - $235 | Reaffirmed | $210 - $235 | ||||||||||
*Based on Fiscal 2022 average rates of 1.15 euro and 1.36 British pound. FX impact to FY23 outlook based on YTD average rates of 1.00 euro and 1.16 British pound: $85M unfavorable to revenue; immaterial to Adjusted EBITDA, Adjusted EPS, and Free Cash Flow
Earnings Conference Call
Scheduled for today, December 7 at 10:00 am (ET). Access webcast at investors.wiley.com, or directly at https://events.q4inc.com/attendee/570471412. US callers, please dial (888) 210-3346 and enter the participant code 2521217#. International callers, please dial (646) 960-0253 and enter the participant code 2521217#.
ABOUT WILEY
Wiley is one of the world’s largest publishers and a global leader in scientific research and career-connected education. Founded in 1807, Wiley enables discovery, powers education, and shapes workforces. Through its industry-leading content, digital platforms, and knowledge networks, the company delivers on its timeless mission to unlock human potential. Visit us at Wiley.com. Follow us on Facebook, Twitter, LinkedIn and Instagram.
Non-GAAP Financial Measures
Wiley provides non-GAAP financial measures and performance results such as “Adjusted EPS,” “EBITDA,” “Adjusted EBITDA,” “Adjusted Contribution to Profit,” “Adjusted Income before Taxes,” “Adjusted Income Tax Provision,” “Adjusted Effective Tax Rate,” “Free Cash Flow less Product Development Spending,” “organic revenue,” and results on a Constant Currency basis to assess underlying business performance and trends. Management believes non-GAAP financial measures, which exclude the impact of restructuring charges and credits and certain other items, and the impact of acquisitions provide a useful comparable basis to analyze operating results and earnings. See the reconciliations of non-GAAP financial measures and explanations of the uses of non- GAAP measures in the supplementary information. We have not provided our 2023 outlook for the most directly comparable US GAAP financial measures, as they are not available without unreasonable effort due to the high variability, complexity, and low visibility with respect to certain items, including restructuring charges and credits, gains and losses on foreign currency, and other gains and losses. These items are uncertain, depend on various factors, and could be material to our consolidated results computed in accordance with US GAAP.
Forward-Looking Statements
This release contains certain forward-looking statements concerning the Company's operations, performance, and financial condition. Reliance should not be placed on forward-looking statements, as actual results may differ materially from those in any forward-looking statements. Any such forward-looking statements are based upon a number of assumptions and estimates that are inherently subject to uncertainties and contingencies, many of which are beyond the control of the Company and are subject to change based on many important factors. Such factors include, but are not limited to: (i) the level of investment by Wiley in new technologies and products; (ii) subscriber renewal rates for the Company's journals; (iii) the financial stability and liquidity of journal subscription agents; (iv) the consolidation of book wholesalers and retail accounts; (v) the market position and financial stability of key retailers; (vi) the seasonal nature of the Company's educational business and the impact of the used book market; (vii) worldwide economic and political conditions; (viii) the Company's ability to protect its copyrights and other intellectual property worldwide (ix) the ability of the Company to successfully integrate acquired operations and realize expected opportunities; (x) the Company’s ability to realize operating savings over time and in fiscal year 2023 in connection with our multi-year Business Optimization Program and Fiscal Year 2023 Restructuring Program; (xi) the impact of COVID-19 on our operations, performance, and financial condition; and (xii) other factors detailed from time to time in the Company's filings with the Securities and Exchange Commission. The Company undertakes no obligation to update or revise any such forward-looking statements to reflect subsequent events or circumstances.
Category: ALL CORPORATE NEWS
Category: Earnings releases
JOHN WILEY & SONS, INC.
SUPPLEMENTARY INFORMATION (1)(2)
CONDENSED CONSOLIDATED STATEMENTS OF NET INCOME
(Dollars in thousands, except per share information)
(unaudited)
| Three Months Ended October 31, | Six Months Ended October 31, | ||||||||||||||||||||||
| 2022 | 2021 | 2022 | 2021 | ||||||||||||||||||||
| Revenue, net | $ | 514,836 | $ | 533,003 | $ | 1,002,405 | $ | 1,021,391 | |||||||||||||||
| Costs and expenses: | |||||||||||||||||||||||
| Cost of sales | 170,302 | 174,782 | 344,333 | 340,738 | |||||||||||||||||||
| Operating and administrative expenses | 253,029 | 264,190 | 535,780 | 524,779 | |||||||||||||||||||
| Restructuring and related charges (credits) | 13,956 | (1,333) | 36,397 | (1,609) | |||||||||||||||||||
| Amortization of intangible assets | 20,110 | 21,476 | 45,421 | 42,627 | |||||||||||||||||||
| Total costs and expenses | 457,397 | 459,115 | 961,931 | 906,535 | |||||||||||||||||||
| Operating income | 57,439 | 73,888 | 40,474 | 114,856 | |||||||||||||||||||
| As a % of revenue | 11.2 | % | 13.9 | % | 4.0 | % | 11.2 | % | |||||||||||||||
| Interest expense | (9,332) | (4,997) | (15,664) | (9,636) | |||||||||||||||||||
| Foreign exchange transaction gains (losses) | 478 | (1,370) | (138) | (1,000) | |||||||||||||||||||
| (Loss) gain on sale of certain assets | — | (56) | — | 3,694 | |||||||||||||||||||
| Other (expense) income, net | (255) | 3,150 | 271 | 6,703 | |||||||||||||||||||
| Income before taxes | 48,330 | 70,615 | 24,943 | 114,617 | |||||||||||||||||||
| Provision for income taxes | 10,137 | 14,648 | 4,585 | 44,820 | |||||||||||||||||||
| Effective tax rate | 21.0 | % | 20.7 | % | 18.4 | % | 39.1 | % | |||||||||||||||
| Net income | $ | 38,193 | $ | 55,967 | $ | 20,358 | $ | 69,797 | |||||||||||||||
| As a % of revenue | 7.4 | % | 10.5 | % | 2.0 | % | 6.8 | % | |||||||||||||||
| Earnings per share | |||||||||||||||||||||||
| Basic | $ | 0.69 | $ | 1.00 | $ | 0.37 | $ | 1.25 | |||||||||||||||
| Diluted | $ | 0.68 | $ | 0.99 | $ | 0.36 | $ | 1.24 | |||||||||||||||
| Weighted average number of common shares outstanding | |||||||||||||||||||||||
| Basic | 55,622 | 55,806 | 55,679 | 55,833 | |||||||||||||||||||
| Diluted | 56,195 | 56,388 | 56,326 | 56,477 | |||||||||||||||||||
Notes: | ||
(1) The supplementary information included in this press release for the three and six months ended October 31, 2022 is preliminary and subject to change prior to the filing of our upcoming Quarterly Report on Form 10-Q with the Securities and Exchange Commission. | ||
(2) All amounts are approximate due to rounding. | ||
JOHN WILEY & SONS, INC.
SUPPLEMENTARY INFORMATION (1) (2)
RECONCILIATION OF US GAAP MEASURES to NON-GAAP MEASURES
(unaudited)
| Reconciliation of US GAAP EPS to Non-GAAP Adjusted EPS | |||||||||||||||||||||||
| Three Months Ended October 31, | Six Months Ended October 31, | ||||||||||||||||||||||
| 2022 | 2021 | 2022 | 2021 | ||||||||||||||||||||
| US GAAP Earnings Per Share - Diluted | $ | 0.68 | $ | 0.99 | $ | 0.36 | $ | 1.24 | |||||||||||||||
| Adjustments: | |||||||||||||||||||||||
| Restructuring and related charges (credits) | 0.19 | (0.02) | 0.49 | (0.02) | |||||||||||||||||||
| Foreign exchange losses (gains) on intercompany transactions | 0.03 | 0.01 | 0.04 | — | |||||||||||||||||||
Amortization of acquired intangible assets (3) | 0.30 | 0.31 | 0.67 | 0.60 | |||||||||||||||||||
Loss (gain) on sale of certain assets (4) | — | — | — | (0.05) | |||||||||||||||||||
Income tax adjustments (5) | — | — | — | 0.37 | |||||||||||||||||||
| Non-GAAP Adjusted Earnings Per Share - Diluted | $ | 1.20 | $ | 1.29 | $ | 1.56 | $ | 2.14 | |||||||||||||||
| Reconciliation of US GAAP Income Before Taxes to Non-GAAP Adjusted Income Before Taxes | |||||||||||||||||||||||
(amounts in thousands) | Three Months Ended October 31, | Six Months Ended October 31, | |||||||||||||||||||||
| 2022 | 2021 | 2022 | 2021 | ||||||||||||||||||||
| US GAAP Income Before Taxes | $ | 48,330 | $ | 70,615 | $ | 24,943 | $ | 114,617 | |||||||||||||||
| Pretax Impact of Adjustments: | |||||||||||||||||||||||
| Restructuring and related charges (credits) | 13,956 | (1,333) | 36,397 | (1,609) | |||||||||||||||||||
| Foreign exchange losses (gains) on intercompany transactions | 2,654 | 567 | 3,320 | (228) | |||||||||||||||||||
Amortization of acquired intangible assets (3) | 21,185 | 22,608 | 47,570 | 44,892 | |||||||||||||||||||
Loss (gain) on sale of certain assets (4) | — | 56 | — | (3,694) | |||||||||||||||||||
Non-GAAP Adjusted Income Before Taxes | $ | 86,125 | $ | 92,513 | $ | 112,230 | $ | 153,978 | |||||||||||||||
| Reconciliation of US GAAP Income Tax Provision to Non-GAAP Adjusted Income Tax Provision, including our US GAAP Effective Tax Rate and our Non-GAAP Adjusted Effective Tax Rate | |||||||||||||||||||||||
| US GAAP Income Tax Provision | $ | 10,137 | $ | 14,648 | $ | 4,585 | $ | 44,820 | |||||||||||||||
Income Tax Impact of Adjustments (6) | |||||||||||||||||||||||
| Restructuring and related charges (credits) | 3,422 | (277) | 8,939 | (232) | |||||||||||||||||||
| Foreign exchange losses (gains) on intercompany transactions | 694 | 120 | 869 | 19 | |||||||||||||||||||
Amortization of acquired intangible assets (3) | 4,388 | 5,420 | 10,220 | 10,263 | |||||||||||||||||||
Loss (gain) on sale of certain assets (4) | — | 14 | — | (922) | |||||||||||||||||||
Income Tax Adjustments: | |||||||||||||||||||||||
Impact of increase in UK statutory rate on deferred tax balances (5) | — | — | — | (20,726) | |||||||||||||||||||
| Non-GAAP Adjusted Income Tax Provision | $ | 18,641 | $ | 19,925 | $ | 24,613 | $ | 33,222 | |||||||||||||||
| US GAAP Effective Tax Rate | 21.0 | % | 20.7 | % | 18.4 | % | 39.1 | % | |||||||||||||||
| Non-GAAP Adjusted Effective Tax Rate | 21.6 | % | 21.5 | % | 21.9 | % | 21.6 | % | |||||||||||||||
Notes: | ||
(1) See Explanation of Usage of Non-GAAP Performance Measures included in this supplementary information for additional details on the reasons why management believes presentation of each non-GAAP performance measure provides useful information to investors. The supplementary information included in this press release for the three and six months ended October 31, 2022 is preliminary and subject to change prior to the filing of our upcoming Quarterly Report on Form 10-Q with the Securities and Exchange Commission. | ||
(2) All amounts are approximate due to rounding. | ||
(3) Reflects the amortization of intangible assets established on the opening balance sheet for an acquired business. This includes the amortization of intangible assets such as developed technology, customer relationships, tradenames, etc., which is reflected in the "Amortization of intangible assets" line in the Condensed Consolidated Statements of Net Income. It also includes the amortization of acquired product development assets, which is reflected in "Cost of sales" in the Condensed Consolidated Statements of Net Income. | ||
(4) The gain on sale of certain assets is due to the sale of our world languages product portfolio which was included in our Academic & Professional Learning segment, and resulted in a pretax gain of approximately $3.7 million during the six months ended October 31, 2021. | ||
(5) In the three months ended July 31, 2021, the UK enacted legislation that increased its statutory rate from 19% to 25% effective April 1, 2023. This resulted in a $20.7 million non-cash deferred tax expense from the re-measurement of the Company’s applicable UK net deferred tax liabilities during the three months ended July 31, 2021. These adjustments impacted deferred taxes. | ||
(6) For the three and six months ended October 31, 2022 and 2021, substantially all of the tax impact was from deferred taxes. | ||
JOHN WILEY & SONS, INC.
SUPPLEMENTARY INFORMATION (1)
RECONCILIATION OF US GAAP NET INCOME TO NON-GAAP EBITDA AND ADJUSTED EBITDA
(unaudited)
| Three Months Ended October 31, | Six Months Ended October 31, | ||||||||||||||||||||||
| 2022 | 2021 | 2022 | 2021 | ||||||||||||||||||||
| Net Income | $ | 38,193 | $ | 55,967 | $ | 20,358 | $ | 69,797 | |||||||||||||||
| Interest expense | 9,332 | 4,997 | 15,664 | 9,636 | |||||||||||||||||||
| Provision for income taxes | 10,137 | 14,648 | 4,585 | 44,820 | |||||||||||||||||||
| Depreciation and amortization | 52,421 | 54,555 | 110,700 | 109,121 | |||||||||||||||||||
| Non-GAAP EBITDA | 110,083 | 130,167 | 151,307 | 233,374 | |||||||||||||||||||
| Restructuring and related charges (credits) | 13,956 | (1,333) | 36,397 | (1,609) | |||||||||||||||||||
| Foreign exchange transaction (gains) losses | (478) | 1,370 | 138 | 1,000 | |||||||||||||||||||
| Loss (gain) on sale of certain assets | — | 56 | — | (3,694) | |||||||||||||||||||
| Other expense (income), net | 255 | (3,150) | (271) | (6,703) | |||||||||||||||||||
| Non-GAAP Adjusted EBITDA | $ | 123,816 | $ | 127,110 | $ | 187,571 | $ | 222,368 | |||||||||||||||
| Adjusted EBITDA Margin | 24.0 | % | 23.8 | % | 18.7 | % | 21.8 | % | |||||||||||||||
Notes: | ||
(1) See Explanation of Usage of Non-GAAP Performance Measures included in this supplementary information for additional details on the reasons why management believes presentation of each non-GAAP performance measure provides useful information to investors. The supplementary information included in this press release for the three and six months ended October 31, 2022 is preliminary and subject to change prior to the filing of our upcoming Quarterly Report on Form 10-Q with the Securities and Exchange Commission. | ||
JOHN WILEY & SONS, INC.
SUPPLEMENTARY INFORMATION (1)
SEGMENT RESULTS
(in thousands)
(unaudited)
| % Change | |||||||||||||||||||||||
| Three Months Ended October 31, | Favorable (Unfavorable) | ||||||||||||||||||||||
| 2022 | 2021 | Reported | Constant Currency | ||||||||||||||||||||
Research (2): | |||||||||||||||||||||||
| Revenue, net | |||||||||||||||||||||||
Research Publishing (3) | $ | 232,641 | $ | 238,853 | -3 | % | 2 | % | |||||||||||||||
Research Solutions (3) | 38,718 | 36,301 | 7 | % | 11 | % | |||||||||||||||||
| Total Revenue, net | $ | 271,359 | $ | 275,154 | -1 | % | 3 | % | |||||||||||||||
| Contribution to Profit | $ | 73,279 | $ | 77,031 | -5 | % | -8 | % | |||||||||||||||
| Adjustments: | |||||||||||||||||||||||
| Restructuring charges | 1,179 | 22 | # | # | |||||||||||||||||||
| Non-GAAP Adjusted Contribution to Profit | $ | 74,458 | $ | 77,053 | -3 | % | -7 | % | |||||||||||||||
| Depreciation and amortization | 23,384 | 23,464 | 0 | % | -4 | % | |||||||||||||||||
| Non-GAAP Adjusted EBITDA | $ | 97,842 | $ | 100,517 | -3 | % | -4 | % | |||||||||||||||
| Adjusted EBITDA margin | 36.1 | % | 36.5 | % | |||||||||||||||||||
| Academic & Professional Learning: | |||||||||||||||||||||||
| Revenue, net | |||||||||||||||||||||||
| Education Publishing | $ | 86,200 | $ | 98,581 | -13 | % | -10 | % | |||||||||||||||
| Professional Learning | 66,441 | 77,948 | -15 | % | -11 | % | |||||||||||||||||
| Total Revenue, net | $ | 152,641 | $ | 176,529 | -14 | % | -10 | % | |||||||||||||||
| Contribution to Profit | $ | 30,411 | $ | 41,071 | -26 | % | -24 | % | |||||||||||||||
| Adjustments: | |||||||||||||||||||||||
| Restructuring charges (credits) | 3,439 | (465) | # | # | |||||||||||||||||||
| Non-GAAP Adjusted Contribution to Profit | $ | 33,850 | $ | 40,606 | -17 | % | -15 | % | |||||||||||||||
| Depreciation and amortization | 16,152 | 18,148 | 11 | % | 7 | % | |||||||||||||||||
| Non-GAAP Adjusted EBITDA | $ | 50,002 | $ | 58,754 | -15 | % | -12 | % | |||||||||||||||
| Adjusted EBITDA margin | 32.8 | % | 33.3 | % | |||||||||||||||||||
| Education Services: | |||||||||||||||||||||||
| Revenue, net | |||||||||||||||||||||||
University Services (4) | $ | 57,759 | $ | 58,630 | -1 | % | -1 | % | |||||||||||||||
Talent Development Services (4) | 33,077 | 22,690 | 46 | % | 61 | % | |||||||||||||||||
| Total Revenue, net | $ | 90,836 | $ | 81,320 | 12 | % | 17 | % | |||||||||||||||
| Contribution to Profit | $ | 6,082 | $ | 721 | # | # | |||||||||||||||||
| Adjustments: | |||||||||||||||||||||||
| Restructuring charges | 506 | 6 | # | # | |||||||||||||||||||
| Non-GAAP Adjusted Contribution to Profit | $ | 6,588 | $ | 727 | # | # | |||||||||||||||||
| Depreciation and amortization | 8,975 | 8,813 | -2 | % | -3 | % | |||||||||||||||||
| Non-GAAP Adjusted EBITDA | $ | 15,563 | $ | 9,540 | 63 | % | 69 | % | |||||||||||||||
| Adjusted EBITDA margin | 17.1 | % | 11.7 | % | |||||||||||||||||||
| Corporate Expenses: | $ | (52,333) | $ | (44,935) | -16 | % | -22 | % | |||||||||||||||
| Adjustments: | |||||||||||||||||||||||
| Restructuring charges (credits) | 8,832 | (896) | # | # | |||||||||||||||||||
| Non-GAAP Adjusted Contribution to Profit | $ | (43,501) | $ | (45,831) | 5 | % | 0 | % | |||||||||||||||
| Depreciation and amortization | 3,910 | 4,130 | 5 | % | 2 | % | |||||||||||||||||
| Non-GAAP Adjusted EBITDA | $ | (39,591) | $ | (41,701) | 5 | % | 0 | % | |||||||||||||||
| Consolidated Results: | |||||||||||||||||||||||
| Revenue, net | $ | 514,836 | $ | 533,003 | -3 | % | 1 | % | |||||||||||||||
| Operating Income | $ | 57,439 | $ | 73,888 | -22 | % | -27 | % | |||||||||||||||
| Adjustments: | |||||||||||||||||||||||
| Restructuring charges (credits) | 13,956 | (1,333) | # | # | |||||||||||||||||||
| Non-GAAP Adjusted Operating Income | $ | 71,395 | $ | 72,555 | -2 | % | -6 | % | |||||||||||||||
| Depreciation and amortization | 52,421 | 54,555 | 4 | % | 1 | % | |||||||||||||||||
| Non-GAAP Adjusted EBITDA | $ | 123,816 | $ | 127,110 | -3 | % | -4 | % | |||||||||||||||
| Adjusted EBITDA margin | 24.0 | % | 23.8 | % | |||||||||||||||||||
Notes: | ||
(1) The supplementary information included in this press release for the three and six months ended October 31, 2022 is preliminary and subject to change prior to the filing of our upcoming Quarterly Report on Form 10-Q with the Securities and Exchange Commission. | ||
(2) The Research segment was previously referred to as Research Publishing & Platforms. | ||
(3) As previously announced in May 2022, our revenue by product type previously referred to as Research Platforms was changed to Research Solutions. Research Solutions includes infrastructure and publishing services that help societies and corporations thrive in a complex knowledge ecosystem. In addition to Platforms (Atypon), certain product offerings such as corporate sales which included the recent acquisitions of Madgex Holdings Limited (Madgex), and Bio-Rad Laboratories Inc.’s Informatics products (Informatics) that were previously included in Research Publishing moved to Research Solutions to align with our strategic focus. Research Solutions also includes product offerings related to certain recent acquisitions such as J&J, and EJP. Prior period results have been revised to the new presentation. There were no changes to the total Research segment or our consolidated financial results. The revenue was $24.0 million for the three months ended October 31, 2021, $44.1 million for the six months ended October 2021, $93.3 million for the year ended April 30, 2022, and $80.3 million for the year ended April 30, 2021. | ||
(4) In May 2022, we moved the WileyNXT product offering from Talent Development Services to University Services and the prior period results have been included in University Services. The revenue was $0.5 million and $1.1 million for the three and six months ended October 31, 2021, respectively. There were no changes to the total Education Services segment or our total consolidated financial results. | ||
(5) On January 1, 2020, Wiley acquired mthree, a talent placement provider that addresses the IT skills gap by finding, training, and placing job-ready technology talent in roles with leading corporations worldwide. Its results of operations are included in our Education Services segment. In late May 2022, Wiley renamed the mthree talent development solution to Wiley Edge and discontinued use of the mthree trademark during the three months ended July 31, 2022. As a result of these actions, we determined that a revision of the useful life was warranted, and the intangible asset was fully amortized over its remaining useful life resulting in accelerated amortization expense of $4.6 million in the three months ended July 31, 2022. | ||
| # Variance greater than 100% | ||
JOHN WILEY & SONS, INC.
SUPPLEMENTARY INFORMATION (1)
SEGMENT RESULTS
(in thousands)
(unaudited)
| % Change | |||||||||||||||||||||||
| Six Months Ended October 31, | Favorable (Unfavorable) | ||||||||||||||||||||||
| 2022 | 2021 | Reported | Constant Currency | ||||||||||||||||||||
Research (2): | |||||||||||||||||||||||
| Revenue, net | |||||||||||||||||||||||
Research Publishing (3) | $ | 472,164 | $ | 482,137 | -2 | % | 2 | % | |||||||||||||||
Research Solutions (3) | 74,108 | 67,773 | 9 | % | 14 | % | |||||||||||||||||
| Total Revenue, net | $ | 546,272 | $ | 549,910 | -1 | % | 3 | % | |||||||||||||||
| Contribution to Profit | $ | 142,302 | $ | 155,839 | -9 | % | -11 | % | |||||||||||||||
| Adjustments: | |||||||||||||||||||||||
| Restructuring charges | 1,260 | 238 | # | # | |||||||||||||||||||
| Non-GAAP Adjusted Contribution to Profit | $ | 143,562 | $ | 156,077 | -8 | % | -10 | % | |||||||||||||||
| Depreciation and amortization | 47,185 | 47,226 | 0 | % | -3 | % | |||||||||||||||||
| Non-GAAP Adjusted EBITDA | $ | 190,747 | $ | 203,303 | -6 | % | -7 | % | |||||||||||||||
| Adjusted EBITDA margin | 34.9 | % | 37.0 | % | |||||||||||||||||||
| Academic & Professional Learning: | |||||||||||||||||||||||
| Revenue, net | |||||||||||||||||||||||
| Education Publishing | $ | 149,256 | $ | 164,961 | -10 | % | -6 | % | |||||||||||||||
| Professional Learning | 136,344 | 150,832 | -10 | % | -6 | % | |||||||||||||||||
| Total Revenue, net | $ | 285,600 | $ | 315,793 | -10 | % | -6 | % | |||||||||||||||
| Contribution to Profit | $ | 25,996 | $ | 49,223 | -47 | % | -45 | % | |||||||||||||||
| Adjustments: | |||||||||||||||||||||||
| Restructuring charges (credits) | 9,229 | (294) | # | # | |||||||||||||||||||
| Non-GAAP Adjusted Contribution to Profit | $ | 35,225 | $ | 48,929 | -28 | % | -26 | % | |||||||||||||||
| Depreciation and amortization | 32,684 | 36,512 | 10 | % | 7 | % | |||||||||||||||||
| Non-GAAP Adjusted EBITDA | $ | 67,909 | $ | 85,441 | -21 | % | -18 | % | |||||||||||||||
| Adjusted EBITDA margin | 23.8 | % | 27.1 | % | |||||||||||||||||||
| Education Services: | |||||||||||||||||||||||
| Revenue, net | |||||||||||||||||||||||
University Services (4) | $ | 105,570 | $ | 113,598 | -7 | % | -6 | % | |||||||||||||||
Talent Development Services (4) | 64,963 | 42,090 | 54 | % | 68 | % | |||||||||||||||||
| Total Revenue, net | $ | 170,533 | $ | 155,688 | 10 | % | 14 | % | |||||||||||||||
| Contribution to Profit | $ | (11,087) | $ | (1,106) | # | # | |||||||||||||||||
| Adjustments: | |||||||||||||||||||||||
| Restructuring charges (credits) | 1,339 | (28) | # | # | |||||||||||||||||||
Accelerated amortization of an intangible asset (5) | 4,594 | — | # | # | |||||||||||||||||||
| Non-GAAP Adjusted Contribution to Profit | $ | (5,154) | $ | (1,134) | # | # | |||||||||||||||||
| Depreciation and amortization | 18,171 | 17,116 | -6 | % | -7 | % | |||||||||||||||||
| Non-GAAP Adjusted EBITDA | $ | 13,017 | $ | 15,982 | -19 | % | -14 | % | |||||||||||||||
| Adjusted EBITDA margin | 7.6 | % | 10.3 | % | |||||||||||||||||||
| Corporate Expenses: | $ | (116,737) | $ | (89,100) | -31 | % | -36 | % | |||||||||||||||
| Adjustments: | |||||||||||||||||||||||
| Restructuring charges (credits) | 24,569 | (1,525) | # | # | |||||||||||||||||||
| Non-GAAP Adjusted Contribution to Profit | $ | (92,168) | $ | (90,625) | -2 | % | -7 | % | |||||||||||||||
| Depreciation and amortization | 8,066 | 8,267 | 2 | % | 0 | % | |||||||||||||||||
| Non-GAAP Adjusted EBITDA | $ | (84,102) | $ | (82,358) | -2 | % | -7 | % | |||||||||||||||
| Consolidated Results: | |||||||||||||||||||||||
| Revenue, net | $ | 1,002,405 | $ | 1,021,391 | -2 | % | 2 | % | |||||||||||||||
| Operating Income | $ | 40,474 | $ | 114,856 | -65 | % | -70 | % | |||||||||||||||
| Adjustments: | |||||||||||||||||||||||
| Restructuring charges (credits) | 36,397 | (1,609) | # | # | |||||||||||||||||||
Accelerated amortization of an intangible asset (5) | 4,594 | — | # | # | |||||||||||||||||||
| Non-GAAP Adjusted Operating Income | $ | 81,465 | $ | 113,247 | -28 | % | -33 | % | |||||||||||||||
| Depreciation and amortization | 106,106 | 109,121 | 3 | % | 0 | % | |||||||||||||||||
| Non-GAAP Adjusted EBITDA | $ | 187,571 | $ | 222,368 | -16 | % | -17 | % | |||||||||||||||
| Adjusted EBITDA margin | 18.7 | % | 21.8 | % | |||||||||||||||||||
# Variance greater than 100% | ||
JOHN WILEY & SONS, INC.
SUPPLEMENTARY INFORMATION (1)
CONDENSED CONSOLIDATED STATEMENTS OF FINANCIAL POSITION
(in thousands)
(unaudited)
| October 31, 2022 | April 30, 2022 | ||||||||||
| Assets: | |||||||||||
| Current assets | |||||||||||
| Cash and cash equivalents | $ | 118,423 | $ | 100,397 | |||||||
| Accounts receivable, net | 260,026 | 331,960 | |||||||||
| Inventories, net | 34,447 | 36,585 | |||||||||
| Prepaid expenses and other current assets | 70,098 | 81,924 | |||||||||
| Total current assets | 482,994 | 550,866 | |||||||||
| Technology, property and equipment, net | 249,922 | 271,572 | |||||||||
| Intangible assets, net | 860,576 | 931,429 | |||||||||
| Goodwill | 1,268,312 | 1,302,142 | |||||||||
| Operating lease right-of-use assets | 93,334 | 111,719 | |||||||||
| Other non-current assets | 173,233 | 193,967 | |||||||||
| Total assets | $ | 3,128,371 | $ | 3,361,695 | |||||||
| Liabilities and shareholders' equity: | |||||||||||
| Current liabilities | |||||||||||
| Accounts payable | $ | 46,250 | $ | 77,438 | |||||||
| Accrued royalties | 101,598 | 101,596 | |||||||||
| Short-term portion of long-term debt | 25,000 | 18,750 | |||||||||
| Contract liabilities | 263,821 | 538,126 | |||||||||
| Accrued employment costs | 84,333 | 117,121 | |||||||||
| Short-term portion of operating lease liabilities | 19,043 | 20,576 | |||||||||
| Other accrued liabilities | 94,532 | 95,812 | |||||||||
| Total current liabilities | 634,577 | 969,419 | |||||||||
| Long-term debt | 978,683 | 768,277 | |||||||||
| Accrued pension liability | 75,668 | 78,622 | |||||||||
| Deferred income tax liabilities | 157,048 | 180,065 | |||||||||
| Operating lease liabilities | 120,559 | 132,541 | |||||||||
| Other long-term liabilities | 84,029 | 90,502 | |||||||||
| Total liabilities | 2,050,564 | 2,219,426 | |||||||||
| Shareholders' equity | 1,077,807 | 1,142,269 | |||||||||
| Total liabilities and shareholders' equity | $ | 3,128,371 | $ | 3,361,695 | |||||||
Notes: | ||
(1) The supplementary information included in this press release for October 31, 2022 is preliminary and subject to change prior to the filing of our upcoming Quarterly Report on Form 10-Q with the Securities and Exchange Commission. | ||
JOHN WILEY & SONS, INC.
SUPPLEMENTARY INFORMATION (1)
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands)
(unaudited)
| Six Months Ended October 31, | |||||||||||
| 2022 | 2021 | ||||||||||
| Operating activities: | |||||||||||
| Net income | $ | 20,358 | $ | 69,797 | |||||||
| Amortization of intangible assets | 45,421 | 42,627 | |||||||||
| Amortization of product development assets | 16,452 | 18,088 | |||||||||
| Depreciation and amortization of technology, property, and equipment | 48,827 | 48,406 | |||||||||
| Other noncash charges | 56,601 | 56,311 | |||||||||
| Net change in operating assets and liabilities | (263,855) | (310,851) | |||||||||
| Net cash used in operating activities | (76,196) | (75,622) | |||||||||
| Investing activities: | |||||||||||
| Additions to technology, property, and equipment | (38,530) | (37,676) | |||||||||
| Product development spending | (11,445) | (13,001) | |||||||||
| Businesses acquired in purchase transactions, net of cash acquired | (96) | (13,615) | |||||||||
| Proceeds related to the sale of certain assets | 40 | 3,375 | |||||||||
| Acquisitions of publication rights and other | 1,738 | (1,654) | |||||||||
| Net cash used in investing activities | (48,293) | (62,571) | |||||||||
| Financing activities: | |||||||||||
| Net debt borrowings | 228,386 | 227,476 | |||||||||
| Cash dividends | (38,749) | (38,619) | |||||||||
| Purchases of treasury shares | (17,500) | (17,367) | |||||||||
| Other | (20,534) | (24,444) | |||||||||
| Net cash provided by financing activities | 151,603 | 147,046 | |||||||||
| Effects of exchange rate changes on cash, cash equivalents and restricted cash | (8,784) | (1,742) | |||||||||
| Change in cash, cash equivalents and restricted cash for period | 18,330 | 7,111 | |||||||||
| Cash, cash equivalents and restricted cash - beginning | 100,727 | 94,359 | |||||||||
| Cash, cash equivalents and restricted cash - ending | $ | 119,057 | $ | 101,470 | |||||||
CALCULATION OF NON-GAAP FREE CASH FLOW LESS PRODUCT DEVELOPMENT SPENDING (2) | |||||||||||
| Six Months Ended October 31, | |||||||||||
| 2022 | 2021 | ||||||||||
| Net cash used in operating activities | $ | (76,196) | $ | (75,622) | |||||||
| Less: Additions to technology, property, and equipment | (38,530) | (37,676) | |||||||||
| Less: Product development spending | (11,445) | (13,001) | |||||||||
| Free cash flow less product development spending | $ | (126,171) | $ | (126,299) | |||||||
Notes: | ||
(1) The supplementary information included in this press release for the six months ended October 31, 2022 is preliminary and subject to change prior to the filing of our upcoming Quarterly Report on Form 10-Q with the Securities and Exchange Commission. | ||
(2) See Explanation of Usage of Non-GAAP Performance Measures included in this supplemental information. | ||
JOHN WILEY & SONS, INC.
EXPLANATION OF USAGE OF NON-GAAP PERFORMANCE MEASURES
In this earnings release and supplemental information, management may present the following non-GAAP performance measures:
•Adjusted Earnings Per Share (Adjusted EPS);
•Free Cash Flow less Product Development Spending;
•Adjusted Contribution to Profit and margin;
•Adjusted Operating Income and margin;
•Adjusted Income Before Taxes;
•Adjusted Income Tax Provision;
•Adjusted Effective Tax Rate;
•EBITDA, Adjusted EBITDA and margin;
•Organic revenue; and
•Results on a constant currency basis.
Management uses these non-GAAP performance measures as supplemental indicators of our operating performance and financial position as well as for internal reporting and forecasting purposes, when publicly providing our outlook, to evaluate our performance and calculate incentive compensation.
We present these non-GAAP performance measures in addition to US GAAP financial results because we believe that these non-GAAP performance measures provide useful information to certain investors and financial analysts for operational trends and comparisons over time. The use of these non-GAAP performance measures may also provide a consistent basis to evaluate operating profitability and performance trends by excluding items that we do not consider to be controllable activities for this purpose.
The performance metric used by our chief operating decision maker to evaluate performance of our reportable segments is Adjusted Contribution to Profit. We present both Adjusted Contribution to Profit and Adjusted EBITDA for each of our reportable segments as we believe Adjusted EBITDA provides additional useful information to certain investors and financial analysts for operational trends and comparisons over time. It removes the impact of depreciation and amortization expense, as well as presents a consistent basis to evaluate operating profitability and compare our financial performance to that of our peer companies and competitors.
For example:
•Adjusted EPS, Adjusted Contribution to Profit, Adjusted Operating Income, Adjusted Income Before Taxes, Adjusted Income Tax Provision, Adjusted Effective Tax Rate, Adjusted EBITDA and organic revenue (excluding acquisitions) provide a more comparable basis to analyze operating results and earnings, and are measures commonly used by shareholders to measure our performance.
•Free Cash Flow less Product Development Spending helps assess our ability, over the long term, to create value for our shareholders as it represents cash available to repay debt, pay common stock dividends, and fund share repurchases and acquisitions.
•Results on a constant currency basis remove distortion from the effects of foreign currency movements to provide better comparability of our business trends from period to period. We measure our performance excluding the impact of foreign currency (or at constant currency), which means that we apply the same foreign currency exchange rates for the current and equivalent prior period.
In addition, we have historically provided these or similar non-GAAP performance measures and understand that some investors and financial analysts find this information helpful in analyzing our operating margins and net income, and in comparing our financial performance to that of our peer companies and competitors. Based on interactions with investors, we also believe that our non-GAAP performance measures are regarded as useful to our investors as supplemental to our US GAAP financial results, and that there is no confusion regarding the adjustments or our operating performance to our investors due to the comprehensive nature of our disclosures.
We have not provided our 2023 outlook for the most directly comparable US GAAP financial measures, as they are not available without unreasonable effort due to the high variability, complexity, and low visibility with respect to certain items, including restructuring charges and credits, gains and losses on foreign currency, and other gains and losses.
These items are uncertain, depend on various factors, and could be material to our consolidated results computed in accordance with US GAAP.
Non-GAAP performance measures do not have standardized meanings prescribed by US GAAP and therefore may not be comparable to the calculation of similar measures used by other companies and should not be viewed as alternatives to measures of financial results under US GAAP. The adjusted metrics have limitations as analytical tools, and should not be considered in isolation from, or as a substitute for, US GAAP information. It does not purport to represent any similarly titled US GAAP information and is not an indicator of our performance under US GAAP. Non-GAAP financial metrics that we present may not be comparable with similarly titled measures used by others. Investors are cautioned against placing undue reliance on these non-GAAP measures.
ENABLING DISCOVERY | POWERING EDUCATION | SHAPING WORKFORCES Second Quarter Fiscal 2023 Earnings Review December 7, 2022
2 SAFE HARBOR STATEMENT This presentation contains certain forward-looking statements concerning the Company's operations, performance, and financial condition. Reliance should not be placed on forward-looking statements, as actual results may differ materially from those in any forward-looking statements. Any such forward-looking statements are based upon many assumptions and estimates that are inherently subject to uncertainties and contingencies, many of which are beyond the control of the Company and are subject to change based on many important factors. Such factors include, but are not limited to: (i) the level of investment in new technologies and products; (ii) subscriber renewal rates for the Company's journals; (iii) the financial stability and liquidity of journal subscription agents; (iv) the consolidation of book wholesalers and retail accounts; (v) the market position and financial stability of key retailers; (vi) the seasonal nature of the Company's educational business and the impact of the used book market; (vii) worldwide economic and political conditions; (viii) the Company's ability to protect its copyrights and other intellectual property worldwide (ix) the ability of the Company to successfully integrate acquired operations and realize expected opportunities; (x) the Company’s ability to realize operating savings over time and in fiscal year 2023 in connection with our multi-year Business Optimization Program and Fiscal Year 2023 Restructuring Program; (xi) the impact of COVID-19 on our operations, performance, and financial condition; and (xii) other factors detailed from time to time in the Company's filings with the Securities and Exchange Commission. The Company undertakes no obligation to update or revise any such forward-looking statements to reflect subsequent events or circumstances. NON-GAAP MEASURES In this presentation, management provides the following non-GAAP performance measures: • Adjusted Earnings Per Share (“Adjusted EPS”); • Free Cash Flow less Product Development Spending; • Adjusted Contribution to Profit (“Adjusted CTP”) and margin; • Adjusted EBITDA and margin; • Organic revenue; and • Results on a constant currency (“CC”) basis. Management believes non-GAAP financial measures, which exclude the impact of restructuring charges and credits and other items, provide supplementary information to support analyzing operating results and earnings and are commonly used by shareholders to measure our performance. Free Cash Flow less Product Development Spending helps assess our ability over the long term to create value for our shareholders. Results on a constant currency basis removes distortion from the effects of foreign currency movements to provide better comparability of our business trends from period to period applying the same foreign currency exchange rates for the current and equivalent prior period. We have not provided our 2023 outlook for the most directly comparable U.S. GAAP financial measures, as they are not available without unreasonable effort due to the high variability, complexity, and low visibility with respect to certain items, including restructuring charges and credits, gains and losses on foreign currency, and other gains and losses. These items are uncertain, depend on various factors, and could be material to our consolidated results computed in accordance with U.S. GAAP.
Wiley unlocks human potential by powering scientific research and career-connected education
Q223 Earnings Presentation.pptx 4 Second Quarter Takeaways Growth in core areas of Research Publishing, Research Solutions, and Corporate Talent Development offset declines in our consumer-facing and enrollment-dependent businesses Earnings decline due to revenue performance in APL and planned investments to scale Research Publishing and Research Solutions Accelerating cost reduction program, including targeted workforce actions, general hiring freeze, real estate optimization, and disciplined expense management Moving steadily forward on simplification and optimization; reorganizing Wiley Education to align with university and corporate customers to drive greater impact, synergy, and efficiency
Q223 Earnings Presentation.pptx 5 Second Quarter Performance Revenue* +1% $515M GAAP EPS** -31% $0.68 Adj. EPS -13% $1.20 Adj. EBITDA -4% $124M All variances at constant currency except GAAP EPS *Q2 organic revenue at CC (0.5%) **GAAP EPS mainly due to $0.19/share restructuring charge Q2 Summary Revenue growth from open research, corporate talent development and corporate leadership training modestly offset declines in APL’s publishing lines and University Services Adjusted EBITDA performance mainly due to revenue performance in APL and investments to scale Research Publishing and Research Solutions Adjusted EPS performance further impacted by higher interest expense
Q223 Earnings Presentation.pptx 6 Research Commitments FY23 Commitment Q2 Progress Drive publishing growth to meet global demand Grew article submissions by 6% and overall publishing output by 1%; OA output growth up by double-digits Extend transformational agreements globally Renewed landmark countrywide agreement with Germany, which includes 900 research libraries; strong pipeline ahead, validating Wiley's model and approach Drive growth and go to market in Research Solutions Drove 27 partner signings (18 new Solutions partners, 9 expanded partnerships); robust pipeline of potential new partners and upsell opportunities Continue to streamline publishing operations Intelligent automation driving publishing productivity: 66% of rejected articles offered refer and transfer option vs. 52% in prior year period
Q223 Earnings Presentation.pptx 7 Education Commitments FY23 Commitment Q2 Progress Expand corporate client base for talent development Signed six multinational clients across verticals - tech, healthcare, financial services, and consumer staples; strong pipeline ahead Drive university partnerships and programs Signed four university services partners – California State-San Marcos (US-CA); Sunshine Coast (Australia), Bay Path (US-MD), Brenau (US-GA); nine new programs Drive differentiated courseware offerings Grew zyBooks digital courseware revenue by 27%; institutional expansion includes Virginia community colleges, Arizona State Online, and Southern New Hampshire Drive efficiency gains across Ed Services and APL Reorganizing and right sizing APL publishing lines to reflect market realities and improve profile; driving toward meaningful profit contribution in Talent Development through automation and re-engineered processes
Q223 Earnings Presentation.pptx 8 91 percentile Growth strategies driving global impact ESG ProgressGrowth that Drives Good Open research increasing speed, accessibility, and impact of knowledge for underrepresented and at risk-populations Career-connected education closing skill gaps and enabling personal advancement Wiley commits to net zero by 2040 through Science Based Targets initiative; 100+ Wiley journals relate to climate science Strong ESG scores across rating firms for low risk and high disclosure 2 E&S Score* A ESG Rating 2022 Top 5% Low Sustainability Risk** Top 10% S&P CSA Score 2022*** *Wiley rose to a 2 score out of 10, with 1 being lowest risk and highest disclosure (Nov ‘22) **Top 5% of global universe of 14,707 companies (Nov ‘22) ***Top 10% of industry benchmark with n = 233 companies (Nov ‘22)
Segment Review Financial Position Outlook
Q223 Earnings Presentation.pptx 10 Research (millions) Q2 2023 Change Change CC Research Publishing $233 (3%) 2% Research Solutions** $39 7% 11% TOTAL REVENUE* $271 (1%) 3% ADJUSTED EBITDA $98 (4%) ADJ. EBITDA MARGIN 36% Research Publishing - growth driven by continued momentum in open research Research Solutions** – increase driven by acquisitions and career centers EBITDA performance due to investment to scale Research Publishing and Research Solutions Q2 Summary *Organic revenue +2%. Organic revenue excludes acquisition and currency impacts **Research is now reported as Research Publishing and Research Solutions. Research Solutions includes platforms, corporate solutions and services for publishers, societies, and corporate partners
Q223 Earnings Presentation.pptx 11 Academic & Professional Learning Q2 Summary Education Publishing – decline in print course material more than offset growth in digital content and courseware Professional Learning – decline in professional publishing due to consumer spending slowdown more than offset strong growth in corporate training EBITDA performance mainly due to revenue decline (millions) Q2 2023 Change Change CC Education Publishing $86 (13%) (10%) Professional Learning $66 (15%) (11%) TOTAL REVENUE $153 (14%) (10%) ADJUSTED EBITDA $50 (12%) ADJ. EBITDA MARGIN 33%
Q223 Earnings Presentation.pptx 12 Education Services Q2 Summary University Services – performance due to enrollment challenges and lower revenue share Talent Development – growth driven by continued strong demand for tech employee placements from existing corporate clients and new clients EBITDA performance due to revenue flow-through in Talent Development and the timing of expenses in University Services (millions) Q2 2023 Change Change CC University Services $58 (1%) (1%) Talent Development $33 46% 61% TOTAL REVENUE* $91 12% 17% ADJUSTED EBITDA $16 69% ADJ. EBITDA MARGIN 17% *Organic revenue +13%
Q223 Earnings Presentation.pptx 13 Driving Cost Savings and Efficiency Gains Focus Area Recent Activity Restructuring • $36M in YTD restructuring charges • $50M in expected run rate savings; $29M in Fiscal 2023 Real Estate Optimization • Office space reduced by 4% in Q2 for a total of 32% reduced since spring 2020, up from 18% at year end • Closing Russia tech development office Operating Efficiency/ Simplification • Simplifying, standardizing and automating workflows in publishing processes and back-office operations
Q223 Earnings Presentation.pptx 14 Financial Position and Capital Allocation Free Cash Flow: YTD use of $126M (on par with 1H’22). FCF historically a use through 1H due to timing of annual journal subscription receipts Capacity: Revolving credit agreement amended for five-year credit commitments of $1.315 billion, extended until November 2027, and $185 million in existing credit commitments to remain through existing maturity date of May 2024. Total capacity of $1.5B Leverage: Net Debt/EBITDA ratio of 2.1 (TTM) compared to 2.0 in prior year period M&A: M&A focused on adding scale or capabilities in key strategic areas of Research and Corporate Talent Development Dividends: Yield at ~3% (as of December 5, 2022) Share Repurchases: Acquired 382K shares YTD for $17.5M at an average cost of $45.84/share 1H’22 1H’23 $56M $56M Dividends and Repurchases 1H Allocation
Q223 Earnings Presentation.pptx 15 Fiscal 2023 Outlook Metric (Millions, except EPS) FY22 Actual* FY23 Outlook* Constant currency Original FY23 Outlook* Constant currency Update FY23 Outlook* Constant currency Current Revenue $2,083 $2,175 to $2,215 Reduced $2,110 to $2,150 Adjusted EBITDA $433 $425 to $450 Reaffirmed $425 to $450 Adjusted EPS $4.16 $3.70 to $4.05 Reaffirmed $3.70 to $4.05 Free Cash Flow $223 $210 to $235 Reaffirmed $210 to $235 At Constant Currency: • Revenue: reducing to low single digit growth due to market-related challenges in APL and University Services • EBITDA: reaffirming primarily due to 2H restructuring savings and other cost measures • EPS: trending to lower end of range mainly due to rising interest expense • FCF: reaffirming due to Adjusted EBITDA outlook; Capex outlook modestly lower at $110 to $120 million *Based on Fiscal 2022 average rates of 1.15 euro and 1.36 British pound. FX impact based on year-to-date average rates of 1.00 euro and 1.16 British pound: $85M unfavorable to revenue; immaterial to Adjusted EBITDA, Adjusted EPS, and Free Cash Flow
Q223 Earnings Presentation.pptx 16 Realigning Wiley Education Segment share of total Wiley revenue reflects Fiscal 2022 numbers 1. Research – no change 2. Academic – 2 new reporting lines: (1) Academic Publishing and (2) University Services 3. Talent – no reporting lines WILEY RESEARCH WILEY EDUCATION Segments RESEARCH1 53% of revenue ACADEMIC2 ~37% of revenue TALENT3 ~10% of revenue Lines Research Publishing Research Solutions Academic Publishing University Services None Customers Researchers, Universities, Societies, and Corporations Learners Universities Professionals Corporations
Q223 Earnings Presentation.pptx 17 Summary 17 Executing well on our Fiscal 2023 Research and Education commitments Results impacted by consumer spending and enrollment headwinds in APL and University Services Core growth areas of Research Publishing, Research Solutions, and Corporate Talent Development remain strong and opportunity-rich; we continue to target our investment in these areas Addressing cost structure and implementing immediate cost measures to mitigate revenue challenges and drive long term margin improvement Reducing complexity and improving efficiency through ongoing optimization program and Wiley Education reorganization Strong balance sheet and cash flow allows us to reinvest in profitable growth initiatives and reward long-term shareholders
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Q223 Earnings Presentation.pptx 19 Appendix – US GAAP to Non-GAAP EPS See accompanying notes on following page Reconciliation of US GAAP EPS to Non-GAAP Adjusted EPS 2022 2021 2022 2021 US GAAP Earnings Per Share - Diluted 0.68$ 0.99$ 0.36$ 1.24$ Adjustments: Restructuring and related charges (credits) 0.19 (0.02) 0.49 (0.02) Foreign exchange losses (gains) on intercompany transactions 0.03 0.01 0.04 - Amortization of acquired intangible assets (3) 0.30 0.31 0.67 0.60 Loss (gain) on sale of certain assets (4) - - - (0.05) Income tax adjustments (5) - - - 0.37 Non-GAAP Adjusted Earnings Per Share - Diluted 1.20$ 1.29$ 1.56$ 2.14$ (amounts in thousands) 2022 2021 2022 2021 US GAAP Income Before Taxes 48,330$ 70,615$ 24,943$ 114,617$ Restructuring and related charges (credits) 13,956 (1,333) 36,397 (1,609) Foreign exchange losses (gains) on intercompany transactions 2,654 567 3,320 (228) Amortization of acquired intangible assets (3) 21,185 22,608 47,570 44,892 Loss (gain) on sale of certain assets (4) - 56 - (3,694) Non-GAAP Adjusted Income Before Taxes 86,125$ 92,513$ 112,230$ 153,978$ US GAAP Income Tax Provision 10,137$ 14,648$ 4,585$ 44,820$ Restructuring and related charges (credits) 3,422 (277) 8,939 (232) Foreign exchange losses (gains) on intercompany transactions 694 120 869 19 Amortization of acquired intangible assets (3) 4,388 5,420 10,220 10,263 Loss (gain) on sale of certain assets (4) - 14 - (922) Impact of increase in UK statutory rate on deferred tax balances (5) - - - (20,726) Non-GAAP Adjusted Income Tax Provision 18,641$ 19,925$ 24,613$ 33,222$ US GAAP Effective Tax Rate 21.0% 20.7% 18.4% 39.1% Non-GAAP Adjusted Effective Tax Rate 21.6% 21.5% 21.9% 21.6% Pretax Impact of Adjustments: Three Months Ended Six Months Ended October 31, October 31, Reconciliation of US GAAP Income Before Taxes to Non-GAAP Adjusted Income Before Taxes Three Months Ended Six Months Ended October 31, October 31, JOHN WILEY & SONS, INC. SUPPLEMENTARY INFORMATION (1) (2) RECONCILIATION OF US GAAP MEASURES to NON-GAAP MEASURES (unaudited) Reconciliation of US GAAP Income Tax Provision to Non-GAAP Adjusted Income Tax Provision, including our US GAAP Effective Tax Rate and our Non-GAAP Adjusted Effective Tax Rate Income Tax Impact of Adjustments (6) Income Tax Adjustments:
Q223 Earnings Presentation.pptx 20 Appendix – US GAAP to Non-GAAP EPS Notes: (1) (2) All amounts are approximate due to rounding. (3) (4) (5) (6) In the three months ended July 31, 2021, the UK enacted legislation that increased its statutory rate from 19% to 25% effective April 1, 2023. This resulted in a $20.7 million non-cash deferred tax expense from the re-measurement of the Company’s applicable UK net deferred tax liabilities during the three months ended July 31, 2021. These adjustments impacted deferred taxes. For the three and six months ended October 31, 2022 and 2021, substantially all of the tax impact was from deferred taxes. See Explanation of Usage of Non-GAAP Performance Measures included in this supplementary information for additional details on the reasons why management believes presentation of each non-GAAP performance measure provides useful information to investors. The supplementary information included in this press release for the three and six months ended October 31, 2022 is preliminary and subject to change prior to the filing of our upcoming Quarterly Report on Form 10-Q with the Securities and Exchange Commission. Reflects the amortization of intangible assets established on the opening balance sheet for an acquired business. This includes the amortization of intangible assets such as developed technology, customer relationships, tradenames, etc., which is reflected in the "Amortization of intangible assets" line in the Condensed Consolidated Statements of Net Income. It also includes the amortization of acquired product development assets, which is reflected in "Cost of sales" in the Condensed Consolidated Statements of Net Income. The gain on sale of certain assets is due to the sale of our world languages product portfolio which was included in our Academic & Professional Learning segment, and resulted in a pretax gain of approximately $3.7 million during the six months ended October 31, 2021.
Q223 Earnings Presentation.pptx 21 Appendix – Net Income to Adjusted EBITDA 2022 2021 2022 2021 Net Income 38,193$ 55,967$ 20,358$ 69,797$ Interest expense 9,332 4,997 15,664 9,636 Provision for income taxes 10,137 14,648 4,585 44,820 Depreciation and amortization 52,421 54,555 110,700 109,121 Non-GAAP EBITDA 110,083 130,167 151,307 233,374 Restructuring and related charges (credits) 13,956 (1,333) 36,397 (1,609) Foreign exchange transaction (gains) losses (478) 1,370 138 1,000 Loss (gain) on sale of certain assets - 56 - (3,694) Other expense (income), net 255 (3,150) (271) (6,703) Non-GAAP Adjusted EBITDA 123,816$ 127,110$ 187,571$ 222,368$ Adjusted EBITDA Margin 24.0% 23.8% 18.7% 21.8% Notes: (1) See Explanation of Usage of Non-GAAP Performance Measures included in this supplementary information for additional details on the reasons why management believes presentation of each non-GAAP performance measure provides useful information to investors. The supplementary information included in this press release for the three and six months ended October 31, 2022 is preliminary and subject to change prior to the filing of our upcoming Quarterly Report on Form 10-Q with the Securities and Exchange Commission. October 31, October 31, JOHN WILEY & SONS, INC. SUPPLEMENTARY INFORMATION (1) RECONCILIATION OF US GAAP NET INCOME TO NON-GAAP EBITDA AND ADJUSTED EBITDA (unaudited) Three Months Ended Six Months Ended