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FALSE000010714000001071402025-03-062025-03-060000107140us-gaap:CommonClassAMember2025-03-062025-03-060000107140us-gaap:CommonClassBMember2025-03-062025-03-06

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
March 6, 2025
(Date of Report)
(Date of earliest event reported)
JOHN WILEY & SONS, INC.
(Exact name of registrant as specified in its charter)
New York
(State or other jurisdiction of incorporation)
001-11507 13-5593032
(Commission File Number) (IRS Employer Identification No.)
111 River Street, Hoboken New Jersey
07030
(Address of principal executive offices) (Zip Code)
Registrant’s telephone number, including area code:
(201) 748-6000
Not Applicable
(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.
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:
Title of each class Trading Symbol(s) Name of each exchange on which registered
Class A Common Stock, par value $1.00 per share WLY New York Stock Exchange
Class B Common Stock, par value $1.00 per share WLYB New York Stock Exchange
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. o On March 6, 2025, John Wiley & Sons Inc., a New York corporation (the “Company”), issued a press release announcing the Company’s financial results for the third quarter of fiscal year 2025.



Item 2.02 Results of Operations and Financial Condition.
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 March 6, 2025, the Company held its third quarter of fiscal year 2025 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 included in Items 2.02 and 7.01, including the exhibits hereto, is being furnished and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), is not otherwise subject to liabilities under that section, and will not be deemed to be incorporated by reference in any filings of the Company under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any general incorporation language in such filing, except as otherwise expressly stated in such filing.
Item 9.01 Financial Statements and Exhibits.
Exhibit No. Description
99.1 - Press release dated March 6, 2025 “Research Growth and AI Licensing Drive Wiley’s Third Quarter 2025 Results”
99.2 - Presentation materials dated March 6, 2025.
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/ Matthew S. Kissner
Matthew S. Kissner
President and Chief Executive Officer
Dated: March 6, 2025

EX-99.1 2 wly-2025131xex991.htm EX-99.1 Document

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Research Growth and AI Licensing Drive Wiley’s Third Quarter 2025 Results
Reaffirming Fiscal 2025 outlook at mid-to-high end of ranges from strong performance and profit improvement year-to-date; raising Fiscal 2026 margin target

March 6, 2025 - Hoboken, NJ – Wiley (NYSE: WLY), one of the world’s largest publishers and a trusted leader in research and learning, today reported results for the third quarter ended January 31, 2025.

•Third quarter reported revenue of $405 million vs. $461 million due to foregone revenue from divested businesses; Adjusted Revenue (excluding divestitures) +1.2% at constant currency as expected; Research +5.2% constant currency
•Third quarter Operating Income $52 million vs. ($46 million); Adjusted Operating Income +27% with margin up 280bps. Earnings Per Share (EPS) up $1.65 to ($0.43); Adjusted EPS +39% and Adjusted EBITDA +4%
•Year-to-date reported revenue of $1,235 million vs. $1,405 million due to foregone revenue from divested businesses; Adjusted Revenue (excluding divestitures) +3.5% at constant currency
•Year-to-date Operating Income of $145 million vs. ($17 million); Adjusted Operating Income +38% with margin up 330 basis points. Earnings Per Share (EPS) of $0.29 vs. ($4.10); Adjusted EPS +43%, Adjusted EBITDA +12%, Cash from Operations +115% to $52 million and Free Cash Flow +$44 million

“We continue to deliver disciplined growth and material margin expansion as we capitalize on the global demand for scientific research and responsible AI model development,” said Matthew Kissner, Wiley President and CEO. “Our recurring revenue Research business has not only proven to be resilient across economic cycles but poised for continued expansion; our authoritative content and data-driven insights are increasingly coveted by corporations for their research and development initiatives, including AI enablement; and our strong execution and cost re-engineering efforts continue to deliver tangible results, with significant margin and cash flow improvement this year and raised margin expectations for Fiscal 2026.”

RESEARCH
•Revenue of $268 million was up 4% as reported and 5% at constant currency driven by growth in open access, solutions, and AI licensing. During the quarter, Wiley executed two landmark recurring revenue agreements, including India (“one nation, one subscription” expanding access to over 6,000 institutions) and Brazil (transformational agreement expanding access to over 430 institutions). Leading indicators remain strong year-to-date, with submissions up 18% and output up 8%. Wiley also expanded a previously executed content licensing project for training this quarter valued at $9 million. For the nine months, Research revenue was up 3% as reported and at constant currency. Excluding AI revenue, Research revenue rose 2% in the quarter and year-to-date, both at constant currency.
•Adjusted EBITDA of $88 million was up 11% as reported and 12% at constant currency due to revenue growth. Adjusted EBITDA margin for the quarter rose to 32.7% from 30.9% in the prior year period. Year-to-date, Research Adjusted EBITDA margin was up 30 basis points to 31.1%.

LEARNING
•Revenue of $137 million was down 6% as reported and at constant currency. Year-over-year results were impacted by a $6 million licensing renewal in the prior year and softness in Academic. At constant currency, Academic was down 9% in a seasonally small quarter and Professional was down 1%. For the nine months, Learning revenue was up 5%, or 4% at constant currency driven by AI licensing. Excluding AI licensing revenue, Learning revenue declined 0.6% year-to-date at constant currency.
•Adjusted EBITDA of $49 million was down 5% as reported and at constant currency due to revenue performance. Adjusted EBITDA margin for the quarter rose to 35.4% from 35.1% in the prior year. Year-to-date, Learning Adjusted EBITDA margin was up over 400 basis points to 35.3%.

CORPORATE EXPENSES
•Corporate expenses declined by $3 million due to lower depreciation and amortization but rose $3 million on an Adjusted EBITDA basis due to enterprise modernization and consulting fees related to strategic initiatives, including the re-engineering of our cost structure. Adjusted Corporate Expenses are the portion of shared services costs not allocated to segments.





EARNINGS PER SHARE
•GAAP EPS was a loss of ($0.43) compared to a loss of ($2.08) in the prior year period. The quarterly loss was primarily due to the previously disclosed non-cash income tax adjustment as a consequence of the US valuation allowance related to our divested businesses, a further loss on the sale of our Wiley Edge business, and restructuring charges. See the accompanying reconciliation table for more information.
•Adjusted EPS of $0.84 was up 39% at constant currency due to higher adjusted operating income and a lower effective tax rate.

BALANCE SHEET, CASH FLOW, AND CAPITAL ALLOCATION (YTD)
•Net Debt-to-EBITDA Ratio (Trailing Twelve Months) was 2.0 compared to 1.9 in year-ago period.
•Net Cash provided by Operating Activities was up $28 million to $52 million mainly due to improved operating performance and timing of working capital.
•Free Cash Flow was up $44 million to a use of $1 million, driven by improved operating performance, lower capex, and the timing of working capital. Free Cash Flow is typically a use through nine months due to timing.
•Returns to Shareholders: Wiley allocated $93 million toward dividends and share repurchases, up from $87 million in the prior year. $35 million was allocated to share repurchases.

FISCAL 2025 OUTLOOK
Wiley is reaffirming its Fiscal 2025 growth outlook in the mid-to-high end of its ranges:
•Revenue: middle of range, equating to top line growth of approximately 3%. Research and Learning are reaffirmed at low-to-mid single digit and low single digit growth, respectively
•Adjusted EBITDA: middle of range, equating to high-single digit growth over prior year
•Adjusted EBITDA margin: high end of range of 23-24%
•Adjusted EPS: high end of range, equating to strong double-digit growth over prior year
•Free Cash Flow: reaffirmed at $125 million, equating to growth of approximately 10% over prior year

Metric Fiscal 2024 Results Fiscal 2025 Outlook Q3 2025 Update
Adj. Revenue* $1,617 $1,650 to $1,690 Middle of range
Adj. EBITDA*
     Margin
$369
22.8%
$385 to $410
23-24%
Middle of range
High end of range
Adj. EPS* $2.78 $3.25 to $3.60 High end of range
Free Cash Flow $114 Approx. $125 Reaffirmed
*Excludes held for sale or sold businesses. Wiley’s fiscal year runs from May 1 to April 30. Refer to our Annual Report on Form 10-K for the fiscal year ended April 30, 2024 for our Non-GAAP reconciliations to US GAAP results.

FISCAL 2026 TARGETS
The Company is raising its Fiscal 2026 margin target and reaffirming its Fiscal 2026 revenue and cash flow targets. Wiley will disclose its full guidance for Fiscal 2026 in June 2025.
1.Reaffirming low-to-mid single digit revenue growth
2.Raising Adjusted EBITDA Margin target to 25%+ from a range of 24-25%
3.Reaffirming Free Cash Flow of $200 million

EARNINGS CONFERENCE CALL
Wiley will conduct a conference call with investors to discuss this earnings release today at 10:00 am (ET). You can access this via webcast at investors.wiley.com, or directly at https://events.q4inc.com/attendee/253283908. U.S. callers, please dial (888) 210-3346 and enter the participant code 2521217#. International, please dial (646) 960-0253 and enter participant code 2521217#.

ABOUT WILEY
Wiley (NYSE: WLY) is one of the world’s largest publishers and a trusted leader in research and learning. Our industry-leading content, services, platforms, and knowledge networks are tailored to meet the evolving needs of our customers and partners, including researchers, students, instructors, professionals, institutions, and corporations. We enable knowledge-seekers to transform today’s biggest obstacles into tomorrow’s brightest opportunities. For more than two centuries, Wiley has been delivering on its timeless mission to unlock human potential.





*NON-GAAP FINANCIAL MEASURES
Visit us at Wiley.com and investors.wiley.com Wiley provides non-GAAP financial measures and performance results such as “Adjusted EPS,” “Adjusted Operating Income,” “Adjusted EBITDA,” “Adjusted Income before Taxes,” “Adjusted Income Tax Provision,” “Adjusted Effective Income Tax Rate,” “Free Cash Flow less Product Development Spending,” “organic revenue,” “Adjusted 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 divestitures and 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 2025 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.

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 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 online 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 ability to realize operating savings over time and in fiscal year 2025 in connection with our multiyear Global Restructuring Program and planned and completed dispositions; (xi) cyber risk and the failure to maintain the integrity of our operational or security systems or infrastructure, or those of third parties with which we do business; (xii) as a result of acquisitions, we have and may record a significant amount of goodwill and other identifiable intangible assets and we may never realize the full carrying value of these assets; (xiii) our ability to leverage artificial intelligence technologies in our products and services, including generative artificial intelligence, large language models, machine learning, and other artificial intelligence tools; and (xiv) other factors detailed from time to time in our filings with the SEC. The Company undertakes no obligation to update or revise any such forward-looking statements to reflect subsequent events or circumstances.

CATEGORY: EARNINGS RELEASES










JOHN WILEY & SONS, INC.
SUPPLEMENTARY INFORMATION (1) (2)
CONDENSED CONSOLIDATED STATEMENTS OF NET (LOSS) INCOME
(Dollars in thousands, except per share information)
(unaudited)

Three Months Ended
January 31,
Nine Months Ended
January 31,
2025 2024 2025 2024
Revenue, net $ 404,626  $ 460,705  $ 1,235,030  $ 1,404,526 
Costs and expenses:
  Cost of sales 104,219  143,662  320,439  456,377 
  Operating and administrative expenses 229,960  253,375  717,670  761,458 
  Impairment of goodwill(3)
—  81,754  —  108,449 
  Restructuring and related charges 5,574  14,808  13,071  52,033 
  Amortization of intangible assets 13,042  13,517  38,913  42,730 
Total costs and expenses 352,795  507,116  1,090,093  1,421,047 
Operating income (loss) 51,831  (46,411) 144,937  (16,521)
As a % of revenue 12.8  % -10.1  % 11.7  % -1.2  %
Interest expense (14,027) (13,321) (41,277) (37,592)
Net foreign exchange transaction (losses) gains (4,222) 488  (7,316) (3,489)
Net loss on sale of businesses, assets, and impairment charges related to assets held-for-sale(3)
(15,930) (52,404) (9,760) (179,747)
Other income (expense), net 1,021  (648) 4,029  (3,700)
Income (loss) before taxes 18,673  (112,296) 90,613  (241,049)
Provision (benefit) for income taxes 41,627  1,579  74,545  (15,465)
Effective tax rate 222.9  % -1.4  % 82.3  % 6.4  %
Net (loss) income $ (22,954) $ (113,875) $ 16,068  $ (225,584)
As a % of revenue -5.7  % -24.7  % 1.3  % -16.1  %
(Loss) earnings per share
Basic $ (0.43) $ (2.08) $ 0.30  $ (4.10)
Diluted(4)
$ (0.43) $ (2.08) $ 0.29  $ (4.10)
Weighted average number of common shares outstanding
Basic 53,952  54,812  54,173  55,061 
Diluted(4)
53,952  54,812  54,815  55,061 



Notes:
(1) The supplementary information included in this press release for the three and nine months ended January 31, 2025 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) Net loss on sale of businesses, assets, and impairment charges related to assets held-for-sale
For the three and nine months ended January 31, 2025 and 2024, we recorded net pretax loss on sale of businesses, assets, and impairment charges related to assets held-for-sale as follows:
Three Months Ended
January 31,
Nine Months Ended
January 31,
2025 2024 2025 2024
Wiley Edge $ (15,566) $ (20,676) $ (14,778) $ (20,676)
University Services (639) (25,946) 850  (101,412)
CrossKnowledge 275  (5,782) 4,197  (56,159)
Tuition Manager —  —  120  (1,500)
Sale of assets —  —  (149) — 
Net loss on sale of businesses, assets, and impairment charges related to assets held-for-sale $ (15,930) $ (52,404) $ (9,760) $ (179,747)

As previously announced in fiscal year 2024, we executed a plan to divest non-core businesses included in our Held for Sale or Sold segment, including University Services, Wiley Edge, and CrossKnowledge. These three businesses met the held-for-sale criteria starting in the first quarter of fiscal year 2024. We measured each disposal group at the lower of carrying value or fair value less costs to sell prior to its disposition.

On January 1, 2024, we completed the sale of University Services. On May 31, 2024, we completed the sale of Wiley Edge, with the exception of its India operations which sold on August 31, 2024. On August 31, 2024, we completed the sale of CrossKnowledge. On May 31, 2023, we completed the sale of Tuition Manager.

In the three months ended January 31, 2025, we recognized a net loss of $15.6 million for Wiley Edge primarily due to subsequent changes in the fair value less costs to sell. We reduced the fair value of the contingent consideration in the form of an earnout from $15.0 million to zero as of January 31, 2025, as current market conditions have significantly lowered expected gross profit below the payment threshold required in the agreement.

In the second quarter of fiscal year 2025, we sold a facility which was reflected in Technology, property, and equipment, net in our Unaudited Condensed Consolidated Statements of Financial Position.

Impairment of goodwill
In fiscal year 2024, we reorganized our segments and recorded pretax noncash goodwill impairments of $108.4 million which included $81.7 million related to Wiley Edge, $11.4 million related to University Services, and $15.3 million related to CrossKnowledge.
(4) In calculating diluted net loss per common share for the three months ended January 31, 2025 and the three and nine months ended January 31, 2024, our diluted weighted average number of common shares outstanding excludes the effect of unvested restricted stock units and other stock awards as the effect was antidilutive. This occurs when a US GAAP net loss is reported and the effect of using dilutive shares is antidilutive.




JOHN WILEY & SONS, INC.
SUPPLEMENTARY INFORMATION (1) (2)
RECONCILIATION OF US GAAP MEASURES to NON-GAAP MEASURES
(unaudited)
Reconciliation of US GAAP (Loss) Earnings per Share to Non-GAAP Adjusted EPS
  Three Months Ended
January 31,
Nine Months Ended
January 31,
  2025 2024 2025 2024
US GAAP (Loss) Earnings Per Share - Diluted $ (0.43) $ (2.08) $ 0.29  $ (4.10)
Adjustments:
Impairment of goodwill —  1.48  —  1.90 
Restructuring and related charges 0.09  0.20  0.21  0.70 
Foreign exchange losses (gains) on intercompany transactions, including the write off of certain cumulative translation adjustments (3)
0.09  (0.03) 0.09  0.02 
Amortization of acquired intangible assets (4)
0.20  0.22  0.62  0.65 
Net loss on sale of businesses, assets, and impairment charges related to assets held-for-sale (5)
0.29  0.83  0.20  2.77 
Held for Sale or Sold segment Adjusted Net (Income) Loss (5)
—  (0.05) 0.05  (0.39)
Income tax adjustments 0.58  —  0.82  — 
EPS impact of using weighted-average dilutive shares for adjusted EPS calculation (6)
0.02  0.02  —  0.04 
Non-GAAP Adjusted Earnings Per Share - Diluted $ 0.84  $ 0.59  $ 2.28  $ 1.59 
Reconciliation of US GAAP Income (Loss) Before Taxes to Non-GAAP Adjusted Income Before Taxes
(amounts in thousands)
Three Months Ended
January 31,
Nine Months Ended
January 31,
2025 2024 2025 2024
US GAAP Income (Loss) Before Taxes $ 18,673  $ (112,296) $ 90,613  $ (241,049)
  Pretax Impact of Adjustments:
Impairment of goodwill —  81,754  —  108,449 
Restructuring and related charges 5,574  14,808  13,071  52,033 
Foreign exchange losses (gains) on intercompany transactions, including the write off of certain cumulative translation adjustments (3)
5,239  (2,128) 5,590  1,089 
Amortization of acquired intangible assets (4)
13,042  13,580  38,956  44,550 
Net loss on sale of businesses, assets, and impairment charges related to assets held-for-sale (5)
15,930  52,404  9,760  179,747 
Held for Sale or Sold segment Adjusted (Income) Loss Before Taxes (5)
—  (4,120) 3,578  (28,253)
Non-GAAP Adjusted Income Before Taxes $ 58,458  $ 44,002  $ 161,568  $ 116,566 
Reconciliation of US GAAP Income Tax Provision (Benefit) 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 (Benefit) $ 41,627  $ 1,579  $ 74,545  $ (15,465)
 Income Tax Impact of Adjustments (7)
Impairment of goodwill —  —  —  2,697 
Restructuring and related charges 404  3,985  1,315  13,237 
Foreign exchange losses (gains) on intercompany transactions, including the write off of certain cumulative translation adjustments (3)
260  (742) 599  112 
Amortization of acquired intangible assets (4)
1,910  1,152  5,511  8,668 
Net loss on sale of businesses, assets, and impairment charges related to assets held-for-sale (5)
154  6,508  (1,360) 25,711 
Held for Sale or Sold segment Adjusted Tax (Provision) Benefit (5)
—  (1,252) 887  (6,518)
 Income Tax Adjustments
Impact of valuation allowance on the US GAAP effective tax rate (8)
(31,744) —  (44,863) — 
Non-GAAP Adjusted Income Tax Provision $ 12,611  $ 11,230  $ 36,634  $ 28,442 
US GAAP Effective Tax Rate 222.9  % -1.4  % 82.3  % 6.4  %
Non-GAAP Adjusted Effective Tax Rate 21.6  % 25.5  % 22.7  % 24.4  %
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 nine months ended January 31, 2025 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) In fiscal year 2023 due to the closure of our operations in Russia, the Russia entity was deemed substantially liquidated. In the three and nine months ended January 31, 2025, we wrote off an additional $0.1 million and $0.4 million, respectively, of cumulative translation adjustments in earnings. In the three and nine months ended January 31, 2024, we wrote off an additional $0.2 million and $0.8 million, respectively, of cumulative translation adjustments in earnings. These amounts are reflected in Net foreign exchange transaction (losses) gains on our Condensed Consolidated Statements of Net (Loss) Income.
(4) 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 (Loss) 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 (Loss) Income.
(5) For the three and nine months ended January 31, 2025 and 2024, we recorded net pretax loss on sale of businesses, assets, and impairment charges related to assets held-for-sale as follows:
Three Months Ended
January 31,
Nine Months Ended
January 31,
2025 2024 2025 2024
Wiley Edge $ 15,566  $ 20,676  $ 14,778  $ 20,676 
University Services 639  25,946  (850) 101,412 
CrossKnowledge (275) 5,782  (4,197) 56,159 
Tuition Manager —  —  (120) 1,500 
Sale of assets —  —  149  — 
Net pretax loss on sale of businesses, assets, and impairment charges related to assets held-for-sale $ 15,930  $ 52,404  $ 9,760  $ 179,747 
For the three and nine months ended January 31, 2025 and 2024, we recorded income tax benefit (provision) on sale of businesses, assets, and impairment charges related to assets held-for-sale as follows:
Three Months Ended
January 31,
Nine Months Ended
January 31,
2025 2024 2025 2024
Wiley Edge $ 154  $ —  $ (1,330) $ — 
University Services —  6,508  —  25,337 
CrossKnowledge —  —  —  — 
Tuition Manager —  —  (30) 374 
Sale of assets —  —  —  — 
Benefit (provision) on sale of businesses, assets, and impairment charges related to assets held-for-sale $ 154  $ 6,508  $ (1,360) $ 25,711 
In addition, our Adjusted EPS excludes the Adjusted Net Income or Loss of our Held for Sale or Sold segment.
(6) Represents the impact of using diluted weighted-average number of common shares outstanding (54.6 million shares for the three months ended January 31, 2025 and 55.3 million and 55.6 million shares for the three and nine months ended January 31, 2024, respectively) included in the Non-GAAP Adjusted EPS calculation in order to apply the dilutive impact on adjusted net income due to the effect of unvested restricted stock units and other stock awards. This impact occurs when a US GAAP net loss is reported and the effect of using dilutive shares is antidilutive.
(7) For the three and nine months ended January 31, 2025 and 2024, substantially all of the tax impact was from deferred taxes.
(8) In the nine months ended January 31, 2025, there was an impact on the US GAAP effective tax rate due to the valuation allowance on deferred tax assets in the US of $44.9 million, which includes an adjustment of $31.7 million in the three months ended January 31, 2025.



JOHN WILEY & SONS, INC.
SUPPLEMENTARY INFORMATION (1)
RECONCILIATION OF US GAAP NET (LOSS) INCOME TO NON-GAAP EBITDA AND ADJUSTED EBITDA
(unaudited)
Three Months Ended
January 31,
Nine Months Ended
January 31,
2025 2024 2025 2024
Net (Loss) Income $ (22,954) $ (113,875) $ 16,068  $ (225,584)
Interest expense 14,027  13,321  41,277  37,592 
Provision (benefit) for income taxes 41,627  1,579  74,545  (15,465)
Depreciation and amortization 36,474  45,474  110,445  129,376 
Non-GAAP EBITDA 69,174  (53,501) 242,335  (74,081)
Impairment of goodwill —  81,754  —  108,449 
Restructuring and related charges 5,574  14,808  13,071  52,033 
Net foreign exchange transaction losses (gains) 4,222  (488) 7,316  3,489 
Net loss on sale of businesses, assets, and impairment charges related to assets held-for-sale 15,930  52,404  9,760  179,747 
Other (income) expense, net (1,021) 648  (4,029) 3,700 
Held for Sale or Sold segment Adjusted EBITDA (2)
—  (4,118) 3,578  (29,739)
Non-GAAP Adjusted EBITDA $ 93,879  $ 91,507  $ 272,031  $ 243,598 
Adjusted EBITDA Margin 23.2  % 22.7  % 22.3  % 20.7  %
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 nine months ended January 31, 2025 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) Our Non-GAAP Adjusted EBITDA excludes the Held for Sale or Sold segment Non-GAAP Adjusted EBITDA.



JOHN WILEY & SONS, INC.
SUPPLEMENTARY INFORMATION (1) (2)
SEGMENT RESULTS
(in thousands)
(unaudited)
% Change
Three Months Ended
January 31,
Favorable (Unfavorable)
2025 2024 Reported Constant
Currency
Research:    
Revenue, net    
Research Publishing $ 225,874  $ 216,586  % %
Research Solutions 41,670  39,613  % %
Total Revenue, net $ 267,544  $ 256,199  % %
Non-GAAP Adjusted Operating Income $ 65,669  $ 57,098  15  % 17  %
Depreciation and amortization 21,918  22,029  % %
Non-GAAP Adjusted EBITDA $ 87,587  $ 79,127  11  % 12  %
Adjusted EBITDA margin 32.7  % 30.9  %  
       
Learning:        
Revenue, net        
Academic $ 78,795  $ 87,216  -10  % -9  %
Professional 58,287  59,118  -1  % -1  %
Total Revenue, net $ 137,082  $ 146,334  -6  % -6  %
Non-GAAP Adjusted Operating Income $ 37,764  $ 37,513  % %
Depreciation and amortization 10,761  13,812  22  % 22  %
Non-GAAP Adjusted EBITDA $ 48,525  $ 51,325  -5  % -5  %
Adjusted EBITDA margin 35.4  % 35.1  %  
       
Held for Sale or Sold:        
Revenue, net $ —  $ 58,172  # #
Non-GAAP Adjusted Operating Income $ —  $ 4,118  # #
Depreciation and amortization —  —  # #
Non-GAAP Adjusted EBITDA $ —  $ 4,118  # #
Adjusted EBITDA margin 0.0  % 7.1  %
Corporate Expenses:
Non-GAAP Adjusted Corporate Expenses $ (46,028) $ (48,578) % %
Depreciation and amortization 3,795  9,633  61  % 61  %
Non-GAAP Adjusted EBITDA $ (42,233) $ (38,945) -8  % -9  %
Consolidated Results:        
Revenue, net $ 404,626  $ 460,705  -12  % -12  %
Less: Held for Sale or Sold Segment (3)
—  (58,172) # #
Adjusted Revenue, net $ 404,626  $ 402,533  % %
Operating Income (Loss) $ 51,831  $ (46,411) # #
Adjustments:
Restructuring charges 5,574  14,808  62  % 62  %
Impairment of goodwill —  81,754  # #
Held for Sale or Sold Segment Adjusted Operating Income (3)
—  (4,118) # #
Non-GAAP Adjusted Operating Income $ 57,405  $ 46,033  25  % 27  %
Adjusted Operating Income margin 14.2  % 11.4  %
Depreciation and amortization 36,474  45,474  20  % 19  %
Less: Held for Sale or Sold Segment depreciation and amortization (3)
—  —  # #
Non-GAAP Adjusted EBITDA $ 93,879  $ 91,507  % %
Adjusted EBITDA margin 23.2  % 22.7  %  

Notes:
(1) The supplementary information included in this press release for the three and nine months ended January 31, 2025 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) Our Adjusted Revenue, Adjusted Operating Income and Adjusted EBITDA excludes the impact of our Held for Sale or Sold segment Revenue, Adjusted Operating Income or Loss and Adjusted EBITDA results.
# Variance greater than 100%




JOHN WILEY & SONS, INC.
SUPPLEMENTARY INFORMATION (1) (2)
SEGMENT RESULTS
(in thousands)
(unaudited)
% Change
Nine Months Ended
January 31,
Favorable (Unfavorable)
2025 2024 Reported Constant
Currency
Research:    
Revenue, net    
Research Publishing $ 679,492  $ 659,329  % %
Research Solutions 115,246  112,344  % %
Total Revenue, net $ 794,738  $ 771,673  % %
Non-GAAP Adjusted Operating Income $ 180,412  $ 169,481  % %
Depreciation and amortization 66,999  67,909  % %
Non-GAAP Adjusted EBITDA $ 247,411  $ 237,390  % %
Adjusted EBITDA margin 31.1  % 30.8  %  
       
Learning:        
Revenue, net        
Academic $ 233,547  $ 224,633  % %
Professional 189,363  179,961  % %
Total Revenue, net $ 422,910  $ 404,594  % %
Non-GAAP Adjusted Operating Income $ 116,135  $ 85,051  37  % 36  %
Depreciation and amortization 32,952  41,338  20  % 20  %
Non-GAAP Adjusted EBITDA $ 149,087  $ 126,389  18  % 17  %
Adjusted EBITDA margin 35.3  % 31.2  %  
       
Held for Sale or Sold:        
Revenue, net $ 17,382  $ 228,259  -92  % -92  %
Non-GAAP Adjusted Operating (Loss) Income $ (3,578) $ 26,302  # #
Depreciation and amortization —  3,437  # #
Non-GAAP Adjusted EBITDA $ (3,578) $ 29,739  # #
Adjusted EBITDA margin -20.6  % 13.0  %
Corporate Expenses:
Non-GAAP Adjusted Corporate Expenses $ (134,961) $ (136,873) % %
Depreciation and amortization 10,494  16,692  37  % 37  %
Non-GAAP Adjusted EBITDA $ (124,467) $ (120,181) -4  % -3  %
Consolidated Results:        
Revenue, net $ 1,235,030  $ 1,404,526  -12  % -12  %
Less: Held for Sale or Sold Segment (3)
(17,382) (228,259) -92  % -92  %
Adjusted Revenue, net $ 1,217,648  $ 1,176,267  % %
Operating Income (Loss) $ 144,937  $ (16,521) # #
Adjustments:
Restructuring charges 13,071  52,033  75  % 75  %
Impairment of goodwill —  108,449  # #
Held for Sale or Sold Segment Adjusted Operating Loss (Income) (3)
3,578  (26,302) # #
Non-GAAP Adjusted Operating Income $ 161,586  $ 117,659  37  % 38  %
Adjusted Operating Income margin 13.3  % 10.0  %
Depreciation and amortization 110,445  129,376  15  % 15  %
Less: Held for Sale or Sold depreciation and amortization (3)
—  (3,437) # #
Non-GAAP Adjusted EBITDA $ 272,031  $ 243,598  12  % 12  %
Adjusted EBITDA margin 22.3  % 20.7  %  

# Variance greater than 100%





JOHN WILEY & SONS, INC.
SUPPLEMENTARY INFORMATION (1)
CONDENSED CONSOLIDATED STATEMENTS OF FINANCIAL POSITION
(in thousands)
(unaudited)
January 31,
2025
April 30,
2024
Assets:
Current assets
Cash and cash equivalents $ 104,510  $ 83,249 
Accounts receivable, net 184,672  224,198 
Inventories, net 25,305  26,219 
Prepaid expenses and other current assets 80,277  85,954 
Current assets held-for-sale —  34,422 
Total current assets 394,764  454,042 
Technology, property and equipment, net 164,502  192,438 
Intangible assets, net 572,123  615,694 
Goodwill 1,079,175  1,091,368 
Operating lease right-of-use assets 66,947  69,074 
Other non-current assets 322,341  283,719 
Non-current assets held-for-sale —  19,160 
Total assets $ 2,599,852  $ 2,725,495 
Liabilities and shareholders' equity:
Current liabilities
Accounts payable $ 53,220  $ 55,659 
Accrued royalties 156,271  97,173 
Short-term portion of long-term debt 10,000  7,500 
Contract liabilities 313,278  483,778 
Accrued employment costs 74,307  96,980 
Short-term portion of operating lease liabilities 17,969  18,294 
Other accrued liabilities 92,213  76,266 
Current liabilities held-for-sale —  37,632 
Total current liabilities 717,258  873,282 
Long-term debt 877,205  767,096 
Accrued pension liability 69,647  70,832 
Deferred income tax liabilities 94,567  97,186 
Operating lease liabilities 83,602  94,386 
Other long-term liabilities 72,329  71,760 
Long-term liabilities held-for-sale —  11,237 
Total liabilities 1,914,608  1,985,779 
Shareholders' equity 685,244  739,716 
Total liabilities and shareholders' equity $ 2,599,852  $ 2,725,495 
Notes:
(1) The supplementary information included in this press release for January 31, 2025 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)
Nine Months Ended
January 31,
2025 2024
Operating activities:    
Net income (loss) $ 16,068  $ (225,584)
Impairment of goodwill —  108,449 
Net loss on sale of businesses, assets, and impairment charges related to assets held-for-sale 9,760  179,747 
Amortization of intangible assets 38,913  42,730 
Amortization of product development assets 12,669  17,894 
Depreciation and amortization of technology, property, and equipment 58,863  68,752 
Other noncash charges 67,268  50,146 
Net change in operating assets and liabilities (151,291) (217,782)
Net cash provided by operating activities 52,250  24,352 
   
Investing activities:    
Additions to technology, property, and equipment (42,347) (57,275)
Product development spending (11,054) (12,324)
Businesses acquired in purchase transactions, net of cash acquired (915) (3,116)
Net cash transferred related to the sale of businesses and assets (11,239) (1,237)
Acquisitions of publication rights and other (4,139) (4,541)
Net cash used in investing activities (69,694) (78,493)
   
Financing activities:    
Net debt borrowings 114,319  158,681 
Cash dividends (57,243) (57,869)
Purchases of treasury shares (35,421) (29,000)
Other 2,421  (16,458)
Net cash provided by financing activities 24,076  55,354 
   
Effects of exchange rate changes on cash, cash equivalents and restricted cash (1,615) 432 
Change in cash, cash equivalents and restricted cash for period 5,017  1,645 
Cash, cash equivalents and restricted cash - beginning 99,543  107,262 
Cash, cash equivalents and restricted cash - ending $ 104,560  $ 108,907 
CALCULATION OF NON-GAAP FREE CASH FLOW LESS PRODUCT DEVELOPMENT SPENDING (2)
Nine Months Ended
January 31,
2025 2024
Net cash provided by operating activities $ 52,250  $ 24,352 
Less: Additions to technology, property, and equipment (42,347) (57,275)
Less: Product development spending (11,054) (12,324)
Free cash flow less product development spending $ (1,151) $ (45,247)
Notes:
(1) The supplementary information included in this press release for the nine months ended January 31, 2025 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 Revenue;
•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 Operating Income. We present both Adjusted Operating Income 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 Revenue, 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 2025 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.

EX-99.2 3 q325earningspresentation.htm EX-99.2 q325earningspresentation
Third Quarter Fiscal 2025 Earnings Review March 6, 2025 NYSE: WLY


 
SAFE HARBOR STATEMENT 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 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 online 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 ability to realize operating savings over time and in fiscal year 2025 in connection with our multiyear Global Restructuring Program and completed dispositions; (xi) cyber risk and the failure to maintain the integrity of our operational or security systems or infrastructure, or those of third parties with which we do business; (xii) as a result of acquisitions, we have and may record a significant amount of goodwill and other identifiable intangible assets and we may never realize the full carrying value of these assets; (xiii) our ability to leverage artificial intelligence technologies in our products and services, including generative artificial intelligence, large language models, machine learning, and other artificial intelligence tools; and (xiv) other factors detailed from time to time in our filings with the SEC. 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, Wiley provides the following non-GAAP performance measures:  Adjusted Revenue  Adjusted Earnings Per Share (“Adjusted EPS”);  Free Cash Flow less Product Development Spending;  Adjusted Operating Income 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 certain other items, and the impact of divestitures and 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 2025 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. 2


 
3 Authoritative content and data-driven insights for the advancement of science, innovation and learning


 
Q325 Earnings Presentation.pptx 4 Consistent demand drivers correlated with global R&D investment Wide moat with must have content and brands Resilient, compounding growth in defensive markets Strong recurring revenue base geographically well distributed AI beneficiary with emerging long-term opportunity in corporate sector Strong financial attributes including margins, cash flow, and balance sheet Decisive leadership team focused on continuous multi-year improvement


 
Q325 Earnings Presentation.pptx 5 Favorable Trends Global R&D Spend Research output is tightly correlated with global R&D investment. Global R&D spend +8% to $2.53T in 2024 (R&D World). Similar growth rates expected in 2025. Demand to Publish Recurring Revenue Models Quality and Scale Content for GenAI GenAI Productivity Demand strong with +18% growth in submissions and +8% output. Output benefits both subscription and OA models. Steady growth for recurring revenue models, including subscriptions and TA agreements. Strong pricing power from expanded collections. India one national subscription and Brazil new TA agreement. Wiley’s authoritative and structured content is conducive for training and commercializing LLM models. Wiley a beneficiary with an expanding long- term opportunity in corporate sector. Wiley a leader in Research Publishing in both scale and journal quality – increasingly important for capturing market share over time. AI productivity tools transform author experience and cost and speed to publish while safeguarding integrity.


 
Q325 Earnings Presentation.pptx 6 Third Quarter Summary Mid-single digit growth in Research; Learning softness as expected Calendar 2025 journal renewal season showing good momentum; healthy growth expected from recurring revenue models; double digit growth in open access Expanded content licensing project for large AI developer; momentum increasing for vertical-specific licensing agreements in pharmaceutical and industrial sectors Continued margin improvement with Adjusted Operating Margin up 280bps and Adjusted EBITDA Margin up 50bps; Adjusted EPS +39% Reaffirming Fiscal 2025 guidance with EBITDA margin and EPS trending higher; confident in achieving Fiscal 2026 targets and raising EBITDA margin outlook5 4 3 2 1


 
Q325 Earnings Presentation.pptx 7 Third Quarter Performance  Adjusted Revenue growth driven by Research Publishing and Solutions  Adjusted EBITDA growth driven by revenue growth and run-rate cost savings offsetting reinvestment  Adjusted EPS growth driven by Adjusted Operating Income growth of 27% and lower adjusted effective tax rate Adj. Revenue* ▲1% $405M GAAP EPS ▲$1.65 ($0.43) Adj. EPS* ▲39% $0.84 Adj. EBITDA* ▲4% $94M *Adjusted Revenue, Adjusted EPS, and Adjusted EBITDA performance excludes businesses held for sale or sold. Adjusted numbers exclude impact of foreign exchange Q3 Summary


 
Q325 Earnings Presentation.pptx 8 Consistent Execution and Progress OBJECTIVE YTD STATUS YTD PROGRESS Drive recovery and growth in Research • 3% growth in Research • Momentum accelerating in Research Publishing across recurring revenue and volume-based models • Growth improving in Research Solutions driven by database and content solutions Leverage our content and data for AI development • Q1 licensing agreement with leading tech company expanded in Q3 • First vertical-specific licensing agreement executed with R&D intensive corporation; active discussions with others • Interest growing in collaborative partnerships Expand margins • Adjusted EBITDA margin up 160bps vs. prior year • Adjusted Operating Margin up 330bps vs. prior year • Margin expansion expected to continue beyond Fiscal 2026


 
Q325 Earnings Presentation.pptx 9 Scientific Research: A Robust Global Ecosystem North America US #2 source of research output* Steadily growing region EMEA UK #3 and Germany #4 in research output* Steadily growing region Asia-Pacific China #1 and Japan #5 output* Fast growing region ROW Fast growing markets *Source: Internal and industry estimates 1. APAC 2. EMEA 3. North America 4. ROW Share of Research Output by Region


 
Q325 Earnings Presentation.pptx 10 The Research Funding Mix US Government US Corporate* 80% of US R&D 20% of US R&D* Recurring Revenue Models Open Access Market size $10B $2B Customer Universities Corporations Governments Labs Researchers Sources of Funding Research grants Corp R&D budgets Foundations University funds National Govt’s Individuals Over 70% of Research Publishing Revenue is in recurring models *Expansive long-term market for Wiley’s scientific content, data, and services


 
Q325 Earnings Presentation.pptx 11 Momentum in Research Top 3 Market Position 12M+ Researchers 10K+ Universities & Corporations 600+ Society Partnerships 2K Scholarly Journals Recurring Revenue Models  Steady growth driven by global demand to read and publish  Strong institutional renewal trends for CY25 bolstered by volume and pricing power  Quality and scale drive top 3 market position and are increasingly essential  Mature markets steadily growing; India and Brazil expanded recurring agreements Open Access Models  Double digit growth driven by global demand to publish  Strong leading indicators including submissions and output  Quality and scale drive top 3 market position and are increasingly essential  Expands the global TAM – both mature and rapidly-growing markets


 
Q325 Earnings Presentation.pptx 12 us AI Growth: Emerging Corporate Opportunity • Expanded content licensing agreement with one of the world’s largest tech companies • Backlisted research content for training LLMs • $9M realization in Q3’25, on top of 1H’25 realization of $21M • Pipeline: active discussions with multiple tech companies. Projects expected to be smaller and more targeted, but broader pool • Multi-year partnerships to connect Wiley’s scientific content and AI expertise into drug discovery and new product development • Opportunity for learn, explore, and provide feedback on AI application development across the pharmaceutical lifecycle • First recurring revenue contract executed • Pipeline: active discussions with multiple pharma and healthcare companies Active pipeline: technology companies Active pipeline: pharmaceutical companies • Multi-year partnerships to leverage scientific data sets and content for AI application development in chemical and material sciences. Integrate into internal AI platforms for inference • Opportunity to be testing partner for Wiley’s applications in pattern recognition, knowledge exploitation, and operational automation • Pipeline: multiple chemical companies Active pipeline: industrial companies


 
Segment Performance Outlook Financial Position


 
Q325 Earnings Presentation.pptx 14 Nine Month Performance: Growth Across All Metrics  Adjusted Revenue growth driven by both Research and Learning  Adjusted EBITDA growth from revenue growth and run-rate cost savings  Adjusted EPS growth driven by strong Adjusted Operating Income growth and lower adjusted effective tax rate  Free Cash Flow tracking ahead of prior year as expected due to improved operating performance, lower capex, and working capital timing. Adj. Revenue* ▲3% $1,218M GAAP EPS ▲$4.39 $0.29 Adj. EPS* ▲43% $2.28 Adj. EBITDA* ▲12% $272M FCF ▲$44M ($1M)** *Adjusted Revenue, Adjusted EPS, and Adjusted EBITDA performance excludes businesses held for sale or sold. Adjusted numbers exclude impact of FX. **FCF regularly a use through Nine Months due to timing of annual journal subscription receipts, which largely occurs in Q4. Full year outlook of $125M. YTD Summary


 
Q325 Earnings Presentation.pptx 15 Research Performance (millions) Q3 2025 Change Change CC Research Publishing $226 4% 5% Research Solutions $42 5% 6% Total Revenue $268 4% 5% Adjusted EBITDA $88 12% Adjusted EBITDA Margin 32.7%  Research Publishing growth driven by institutional models, open access, and AI licensing offsetting print and softness in ancillary products; expansion of Advanced journal franchise  Research Solutions growth driven by database and content solutions  Favorable CY25 journal renewal season; India gov’t implements “one nation, one subscription”  Adjusted EBITDA performance up due to revenue growth. YTD margin up 30bps and Q3 up 180bps YTD 2025 Change Change CC $680 3% 3% $115 3% 3% $795 3% 3% $247 5% 31.1% YTD Summary Excluding one-time AI revenue, Q3 and YTD Research revenue +2%


 
Q325 Earnings Presentation.pptx 16 Learning Performance  Revenue growth driven by AI licensing, growth in zyBooks stem courseware, and improvement in Professional Publishing; Q3 softness as expected from large licensing renewal in prior year and softness in Academic books  Signings up for professional and science, technical, and medical books  Adjusted EBITDA performance due to revenue growth; Adj. EBITDA Margin up over 400bps to 35.3% (millions) Q3 2025 Change Change CC Academic $79 (10%) (9%) Professional $58 (1%) (1%) Total Revenue $137 (6%) (6%) Adjusted EBITDA $49 (5%) Adjusted EBITDA Margin 35.4% YTD 2025 Change Change CC $234 4% 4% $189 5% 5% $423 5% 4% $149 17% 35.3% YTD Summary Excluding one-time AI, YTD Learning revenue declining (0%) or (1%) CC


 
Q325 Earnings Presentation.pptx 17 FY25 Outlook: EBITDA Margin and EPS Trending Higher Metric (Millions, except EPS) Fiscal 2024 Results Fiscal 2025 Outlook Q3 2025 Update Adjusted Revenue* $1,617 $1,650 to $1,690 Middle of range Adjusted EBITDA $369 $385-$410 Middle of range Adjusted EBITDA Margin 22.8% 23-24% High end of range Adjusted EPS $2.78 $3.25 to $3.60 High end of range Free Cash Flow $114 Approx. $125 Reaffirmed • Revenue: middle of range, equating to top line growth of around 3%. Research and Learning reaffirmed at low-to-mid single digit growth and low single digit growth • Adjusted EBITDA: middle of range, equating to high-single digit growth over prior year • Adjusted EBITDA margin: high end of range of 23-24% • Adjusted EPS: high end of range, equating to strong double-digit growth over prior year • Free Cash Flow: reaffirmed at $125 million, equating to growth of approximately 10% over prior year


 
Q325 Earnings Presentation.pptx 18 FY26 Targets: Raising Margin Outlook Metric FY26 Target Q3’25 Update Adj. Revenue Low-to-mid single digit growth Reaffirmed Adj. EBITDA margin 24-25% Raised to 25%+ Free Cash Flow Approx. $200M Reaffirmed 0 50 100 150 200 250 Free Cash Flow FY25 Guidance FY26 Target $125M $200M EBITDA Growth Lower Restructuring Working Capital/ Other Beyond FY26 Cash flow expected to benefit from continuously improving margins and cash conversion


 
Q325 Earnings Presentation.pptx 19 Strong Financial Position and Return to Shareholders $93M$87M *FCF regularly a use through 9 Months due to timing of annual journal subscription receipts. Full year outlook is $125M **Net debt-to-EBITDA Dividends and Repurchases $50MFree Cash Flow* 2.01.9 TTM Jan 2024 TTM Jan 2025 ($45M) ($1M) Operating Cash Flow YTD F24 YTD F25 $24M $52M YTD F24 YTD F25 Leverage Ratio** YTD F24 YTD F25


 
Q325 Earnings Presentation.pptx 20 Executive Summary Delivering resilient, compounding growth across economic cycles with wide moat and favorable market characteristics Research growth improving with healthy demand indicators and growth across publishing models AI momentum continues with execution of content licensing agreements for training and inference; corporate R&D opportunity emerging Execution continues to yield strong margin and cash flow improvement Confident outlook for revenue, profit, and cash flow in Fiscal 2025 and Fiscal 2026; raising margin outlook for Fiscal 2026 5 4 3 2 1


 
Thank you for joining us investors.wiley.com Contact: brian.campbell@wiley.com (201) 748.6874


 
Q325 Earnings Presentation.pptx 22 Appendix – US GAAP to Non-GAAP EPS Reconciliation Reconciliation of US GAAP (Loss) Earnings per Share to Non-GAAP Adjusted EPS 2025 2024 2025 2024 US GAAP (Loss) Earnings Per Share - Diluted (0.43)$ (2.08)$ 0.29$ (4.10)$ Adjustments: Impairment of goodwill - 1.48 - 1.90 Restructuring and related charges 0.09 0.20 0.21 0.70 Foreign exchange losses (gains) on intercompany transactions, including the write off of certain cumulative translation adjustments (3) 0.09 (0.03) 0.09 0.02 Amortization of acquired intangible assets (4) 0.20 0.22 0.62 0.65 Net loss on sale of businesses, assets, and impairment charges related to assets held-for-sale (5) 0.29 0.83 0.20 2.77 Held for Sale or Sold segment Adjusted Net (Income) Loss (5) - (0.05) 0.05 (0.39) Income tax adjustments 0.58 - 0.82 - EPS impact of using weighted-average dilutive shares for adjusted EPS calculation (6) 0.02 0.02 - 0.04 Non-GAAP Adjusted Earnings Per Share - Diluted 0.84$ 0.59$ 2.28$ 1.59$ (amounts in thousands) 2025 2024 2025 2024 US GAAP Income (Loss) Before Taxes 18,673$ (112,296)$ 90,613$ (241,049)$ Impairment of goodwill - 81,754 - 108,449 Restructuring and related charges 5,574 14,808 13,071 52,033 Foreign exchange losses (gains) on intercompany transactions, including the write off of certain cumulative translation adjustments (3) 5,239 (2,128) 5,590 1,089 Amortization of acquired intangible assets (4) 13,042 13,580 38,956 44,550 Net loss on sale of businesses, assets, and impairment charges related to assets held-for-sale (5) 15,930 52,404 9,760 179,747 Held for Sale or Sold segment Adjusted (Income) Loss Before Taxes (5) - (4,120) 3,578 (28,253) Non-GAAP Adjusted Income Before Taxes 58,458$ 44,002$ 161,568$ 116,566$ US GAAP Income Tax Provision (Benefit) 41,627$ 1,579$ 74,545$ (15,465)$ Impairment of goodwill - - - 2,697 Restructuring and related charges 404 3,985 1,315 13,237 Foreign exchange losses (gains) on intercompany transactions, including the write off of certain cumulative translation adjustments (3) 260 (742) 599 112 Amortization of acquired intangible assets (4) 1,910 1,152 5,511 8,668 Net loss on sale of businesses, assets, and impairment charges related to assets held-for-sale (5) 154 6,508 (1,360) 25,711 Held for Sale or Sold segment Adjusted Tax (Provision) Benefit (5) - (1,252) 887 (6,518) Impact of valuation allowance on the US GAAP effective tax rate (8) (31,744) - (44,863) - Non-GAAP Adjusted Income Tax Provision 12,611$ 11,230$ 36,634$ 28,442$ US GAAP Effective Tax Rate 222.9% -1.4% 82.3% 6.4% Non-GAAP Adjusted Effective Tax Rate 21.6% 25.5% 22.7% 24.4% JOHN WILEY & SONS, INC. SUPPLEMENTARY INFORMATION (1) (2) RECONCILIATION OF US GAAP MEASURES to NON-GAAP MEASURES (unaudited) Three Months Ended Nine Months Ended January 31, January 31, January 31, January 31, Reconciliation of US GAAP Income (Loss) Before Taxes to Non-GAAP Adjusted Income Before Taxes Three Months Ended Nine Months Ended Pretax Impact of Adjustments: Reconciliation of US GAAP Income Tax Provision (Benefit) 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 (7) Income Tax Adjustments Notes: 2025 2024 2025 2024 $ 15,566 $ 20,676 $ 14,778 $ 20,676 639 25,946 (850) 101,412 (275) 5,782 (4,197) 56,159 - - (120) 1,500 - - 149 - $ 15,930 $ 52,404 $ 9,760 $ 179,747 2025 2024 2025 2024 $ 154 $ - $ (1,330) $ - - 6,508 - 25,337 - - - - - - (30) 374 - - - - $ 154 $ 6,508 $ (1,360) $ 25,711 In addition, our Adjusted EPS excludes the Adjusted Net Income or Loss of our Held for Sale or Sold segment. (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 nine months ended January 31, 2025 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) In fiscal year 2023 due to the closure of our operations in Russia, the Russia entity was deemed substantially liquidated. In the three and nine months ended January 31, 2025, we wrote off an additional $0.1 million and $0.4 million, respectively, of cumulative translation adjustments in earnings. In the three and nine months ended January 31, 2024, we wrote off an additional $0.2 million and $0.8 million, respectively, of cumulative translation adjustments in earnings. These amounts are reflected in Net foreign exchange transaction (losses) gains on our Condensed Consolidated Statements of Net (Loss) Income. (4) 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 (Loss) 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 (Loss) Income. (5) For the three and nine months ended January 31, 2025 and 2024, we recorded net pretax loss on sale of businesses, assets, and impairment charges related to assets held-for-sale as follows: Three Months Ended Nine Months Ended University Services Wiley Edge University Services CrossKnowledge Tuition Manager Sale of assets Net pretax loss on sale of businesses, assets, and impairment charges related to assets held-for-sale For the three and nine months ended January 31, 2025 and 2024, we recorded income tax benefit (provision) on sale of businesses, assets, and impairment charges related to assets held-for-sale as follows: Three Months Ended Nine Months Ended Wiley Edge (8) In the nine months ended January 31, 2025, there was an impact on the US GAAP effective tax rate due to the valuation allowance on deferred tax assets in the US of $44.8 million, which includes an adjustment of $31.7 million in the three months ended January 31, 2025. CrossKnowledge Tuition Manager Sale of assets Benefit (provision) on sale of businesses, assets, and impairment charges related to assets held-for-sale (6) Represents the impact of using diluted weighted-average number of common shares outstanding (54.6 million shares for the three months ended January 31, 2025 and 55.3 million and 55.6 million shares for the three and nine months ended January 31, 2024, respectively) included in the Non-GAAP Adjusted EPS calculation in order to apply the dilutive impact on adjusted net income due to the effect of unvested restricted stock units and other stock awards. This impact occurs when a US GAAP net loss is reported and the effect of using dilutive shares is antidilutive. (7) For the three and nine months ended January 31, 2025 and 2024, substantially all of the tax impact was from deferred taxes.


 
Q325 Earnings Presentation.pptx 23 Appendix – Net Income to Adjusted EBITDA 2025 2024 2025 2024 Net (Loss) Income (22,954)$ (113,875)$ 16,068$ (225,584)$ Interest expense 14,027 13,321 41,277 37,592 Provision (benefit) for income taxes 41,627 1,579 74,545 (15,465) Depreciation and amortization 36,474 45,474 110,445 129,376 Non-GAAP EBITDA 69,174 (53,501) 242,335 (74,081) Impairment of goodwill - 81,754 - 108,449 Restructuring and related charges 5,574 14,808 13,071 52,033 Net foreign exchange transaction losses (gains) 4,222 (488) 7,316 3,489 Net loss on sale of businesses, assets, and impairment charges related to assets held-for-sale 15,930 52,404 9,760 179,747 Other (income) expense, net (1,021) 648 (4,029) 3,700 Held for Sale or Sold segment Adjusted EBITDA (2) - (4,118) 3,578 (29,739) Non-GAAP Adjusted EBITDA 93,879$ 91,507$ 272,031$ 243,598$ Adjusted EBITDA Margin 23.2% 22.7% 22.3% 20.7% Notes: (2) Our Non-GAAP Adjusted EBITDA excludes the Held for Sale or Sold segment Non-GAAP Adjusted EBITDA. January 31, January 31, JOHN WILEY & SONS, INC. SUPPLEMENTARY INFORMATION (1) RECONCILIATION OF US GAAP NET (LOSS) INCOME TO NON-GAAP EBITDA AND ADJUSTED EBITDA (unaudited) Three Months Ended Nine Months Ended (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 nine months ended January 31, 2025 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.