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What changed in JOHN WILEY & SONS, INC.'s 10-K — 2024 vs 2025

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Paragraph-level year-over-year comparison of JOHN WILEY & SONS, INC.'s 2024 and 2025 10-K annual filings, covering the Business, Risk Factors, Legal Proceedings, Cybersecurity, MD&A and Market Risk sections. Every new, removed and edited paragraph is highlighted side-by-side so you can see exactly what management changed in the 2025 report.

+385 added−500 removedSource: 10-K (2025-06-25) vs 10-K (2024-06-26)

Top changes in JOHN WILEY & SONS, INC.'s 2025 10-K

385 paragraphs added · 500 removed · 250 edited across 8 sections

Item 1. Business

Business — how the company describes what it does

77 edited+14 added−26 removed11 unchanged
Biggest changeWe continue to implement strategies to efficiently and effectively manage print revenue declines while driving growth in our digital lines of business. 5 Index Business Segments We report financial information for the following reportable segments, as well as a Corporate expense category, which includes certain costs that are not allocated to the reportable segments: • Research • Learning • Held for Sale or Sold Research: Research’s mission is to support researchers, professionals and learners in the discovery and use of research knowledge to help them achieve their goals.
Biggest changeWe report financial information for the following reportable segments, as well as a Corporate category, which includes certain costs that are not allocated to the reportable segments: • Research includes the reporting lines of Research Publishing and Research Solutions; • Learning includes the Academic and Professional reporting lines and consists of publishing, courseware, and assessments.
See Part II, Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in the section “Segment Operating Results” of this Annual Report on Form 10-K for further details and for the reconciliation of Adjusted Operating Income to Adjusted EBITDA.
See Part II, Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in the section “Segment Operating Results” of this Annual Report on Form 10-K for further details and for the reconciliation of Adjusted Operating Income to Adjusted EBITDA.
We sell journal subscriptions directly to thousands of research institutions worldwide through our sales representatives, indirectly through independent subscription agents, through promotional campaigns, and through memberships in professional societies for those journals that are sponsored by societies. Journal subscriptions are primarily licensed through contracts for digital content available online through our Wiley Online Library platform.
We sell Journal Subscriptions directly to thousands of research institutions worldwide through our sales representatives, indirectly through independent subscription agents, through marketing campaigns, and through memberships in professional societies for those journals that are sponsored by societies. Journal Subscriptions are primarily licensed through contracts for digital content available online through our Wiley Online Library platform.
We employ sales representatives who call on faculty responsible for selecting books to be used in courses and on the bookstores that serve such institutions and their students. The textbook business is seasonal, with the majority of textbook sales occurring during the July-through-October and December-through-February periods.
We employ sales representatives who call on faculty responsible for adopting books to be used in courses, and on the bookstores that serve such institutions and their students. The textbook business is seasonal, with the majority of textbook sales occurring during the July-through-October and December-through-February periods.
Through our Pay@Wiley journey, we continue to enhance our colleague and manager understanding of pay through our education programs and raised transparency by sharing segment in range and publishing our first global equitable pay study. Recognizing the great work our colleagues do is an important part of our culture.
Through our Pay@Wiley journey, we continue to enhance our colleague and manager understanding of pay through our education programs and raised transparency by sharing segment in range and publishing our annual global equitable pay study. Recognizing the great work our colleagues do is an important part of our culture.
The information contained on, or that may be accessed through our website is not incorporated by reference into, and is not a part of, this Annual Report on Form 10-K. 14 Index
The information contained on, or that may be accessed through our website is not incorporated by reference into, and is not a part of, this Annual Report on Form 10-K.
In addition, we develop partnerships and launch pilot programs to support communities that are underrepresented in higher education, the workforce, and the field of publishing. Our Employee Resource Groups help amplify our DEI priorities through learning, community engagement, and allyship and advocacy.
In addition, we develop partnerships and launch pilot programs to support communities that are underrepresented in higher education, the workforce, and the field of publishing. Our Employee Resource Groups help amplify our Inclusion and Belonging priorities through learning, community engagement, and allyship and advocacy.
We view our colleagues as one of our most significant assets and investments to deliver on our mission to unlock human potential and to champion and advocate for our customers who want to make impacts in their fields, their workplaces, and their lives, through knowledge creation, use and dissemination.
We view our colleagues as one of our most significant assets and investments to deliver on our mission and to champion and advocate for our customers who want to make impacts in their fields, their workplaces, and their lives, through knowledge creation, use, and dissemination.
Available Information Our investor site is investors.wiley.com. Our internet address is www.wiley.com .
Available Information Our investor site is investors.wiley.com. Our internet address is wiley.com .
This includes programs, policies, and initiatives that promote inclusion and belonging with equity at the core; talent acquisition; ongoing employee learning and development; competitive compensation and benefits; health and well-being; and emphasis on employee satisfaction and engagement. Our culture differentiates us as an organization and our core values define how we work together.
This includes programs, policies, and initiatives that promote inclusion and belonging; talent acquisition; ongoing employee learning and development; competitive compensation and benefits; health and well-being; and emphasis on employee satisfaction and engagement. Our culture differentiates us as an organization, and our core values define how we work together.
Assessments Our assessments offerings include high-demand soft-skills training solutions that are delivered to organizational clients and their employees through online digital delivery platforms, either directly or through an authorized distributor network of independent consultants, trainers, and coaches.
Assessments Our assessments offerings include soft-skills training solutions delivered to organizational clients and their employees through online digital delivery platforms, either directly or through an authorized distributor network of independent consultants, trainers, and coaches.
Academic Academic generates the majority of its revenue from contracts with its customers in the following revenue streams: • Print and Digital Publishing • Digital Courseware • Licensing and Other 9 Index Print and Digital Publishing Education textbooks, related supplementary material, and digital products are sold primarily to bookstores and online retailers serving both for-profit and nonprofit educational institutions (primarily colleges and universities), and direct-to-students.
Academic Academic generates the majority of its revenue from contracts with its customers in the following revenue streams: • Print and Digital Publishing • Digital Courseware • Licensing and ancillary products 9 I ndex Print and Digital Publishing Education textbooks, related supplementary material, and digital products are sold primarily to bookstores and online retailers serving educational institutions (primarily colleges and universities) and direct-to-students.
We also enter into agreements with outside independent editors of journals that define their editorial duties and the fees and expenses for their services. Contributors of articles to our journal portfolio transfer publication rights to us or a professional society, as applicable.
We may procure editorial services from such societies on a prenegotiated fee basis. We also enter into agreements with outside independent editors of journals that define their editorial duties and the fees and expenses for their services. Contributors of articles to our journal portfolio transfer publication rights to us or a professional society, as applicable.
Held for Sale or Sold accounted for approximately 13% of our consolidated revenue in the year ended April 30, 2024, with a 12.6% Adjusted EBITDA margin.
Held for Sale or Sold accounted for approximately 1% of our consolidated revenue in the year ended April 30, 2025, with a (20.6)% Adjusted EBITDA margin.
We publish the journals of many prestigious societies, including the American Cancer Society, the American Heart Association, the American Anthropological Association, the American Geophysical Union, and the German Chemical Society. Wiley Online Library, which is delivered through our Literatum TM platform, provides the user with intuitive navigation, enhanced discoverability, expanded functionality, and a range of personalization options.
We publish the journals of many prestigious societies, including the American Cancer Society, the American Heart Association, the American Anthropological Association, the American Geophysical Union, and the German Chemical Society. Wiley Online Library, our digital content platform for researchers, provides the user with intuitive navigation, enhanced discoverability, expanded functionality, and a range of personalization options.
Wiley is one of the world’s largest publishers and a global leader in research and learning. The Company's content, services, platforms, and knowledge networks are tailored to meet the evolving needs of its customers and partners, including researchers, students, instructors, professionals, institutions, and corporations. Wiley empowers knowledge seekers to transform today’s biggest obstacles into tomorrow’s brightest opportunities.
Wiley is one of the world’s largest publishers and a global leader in research and learning. The Company's content, services, platforms, and knowledge networks are tailored to meet the evolving needs of its customers and partners, including researchers, students, instructors, professionals, institutions, and corporations.
Publishing centers include Australia, China, Germany, India, the UK, and the US. Research revenue accounted for approximately 56% of our consolidated revenue in the year ended April 30, 2024, with a 31.8% Adjusted EBITDA margin.
Publishing centers include Australia, China, Germany, India, the UK, and the US. Research revenue accounted for approximately 64% of our consolidated revenue in the year ended April 30, 2025, with a 32.1% Adjusted EBITDA margin.
Products are sold to brick-and-mortar and online retailers, wholesalers who supply such bookstores, college bookstores, individual practitioners, corporations, and government agencies. 8 Index Publishing centers include Australia, Germany, India, the UK, and the US. Learning accounted for approximately 31% of our consolidated revenue in the year ended April 30, 2024, with a 34.9% Adjusted EBITDA margin.
Products are sold to and through brick-and-mortar and online retailers, wholesalers who supply such bookstores, college bookstores, individual practitioners, corporations, distributor networks, and government agencies. Publishing centers include Australia, Germany, India, the UK, and the US. Learning accounted for approximately 35% of our consolidated revenue in the year ended April 30, 2025, with a 37.4% Adjusted EBITDA margin.
From a global paid parental leave to apps that support mental health, we provide the tools and resources that meet the needs of our colleagues in maintaining and achieving healthy physical, emotional, social, and financial well-being.
From a global paid parental leave, an app that supports mental health, and a global giving platform, we provide the tools and resources that meet the needs of our colleagues in maintaining and achieving healthy, physical, emotional, social, career, and financial well-being.
All Open Access articles are subject to the same rigorous peer-review process applied to our subscription-based journals. As with our subscription portfolio, a number of the Gold Open Access Journals are published under contract for, or in partnership with, prestigious societies, including the American Geophysical Union, the American Heart Association, and the British Ecological Society.
As with our subscription portfolio, a number of the Gold Open Access Journals are published under contract for, or in partnership with, prestigious societies, including the American Geophysical Union, the American Heart Association, and the British Ecological Society.
Scientific, Technical, and Medical (STM) books (Reference) are sold and distributed globally in digital and print formats through multiple channels, including research libraries and library consortia, independent subscription agents, direct sales to professional society members, bookstores, online booksellers, and other customers.
Technical and Medical (STM) reference books are sold and distributed globally in digital and print formats through multiple channels, including research libraries and library consortia, independent subscription agents, direct sales to professional society members, bookstores, online booksellers, and other customers. Book content is available online through Wiley Online Library , WileyPLUS TM , zyBooks®, alta® ™, and other proprietary platforms.
The ability to join Wiley’s product development, sales, marketing, distribution, and technology with a partner’s content, technology, and/or brand name has contributed to our success. Digital Courseware We offer high-quality online learning solutions, including WileyPLUS , a research-based online environment for effective teaching and learning that is integrated with a complete digital textbook.
The ability to join Wiley’s product development, sales, marketing, distribution, and technology with a partner’s content, technology, and/or brand name has contributed to our success. Digital Courseware We offer online learning solutions, including WileyPLUS , an online education platform that is integrated with a digital textbook.
Professional Professional generates the majority of its revenue from contracts with its customers in the following revenue streams: • Print and Digital Publishing • Assessments • Licensing and Other 10 Index Print and Digital Publishing Professional books, which include business and finance, technology, professional development for educators, and other professional categories, as well as the Dummies TM brand, are sold to brick-and-mortar and online retailers, wholesalers who supply such bookstores, college bookstores, individual practitioners, corporations, and government agencies.
Professional Professional generates the majority of its revenue from contracts with its customers in the following revenue streams: • Professional Publishing • Assessments • Licensing and ancillary products 10 I ndex Professional Publishing Professional books, which include business and finance, technology, and other professional categories are sold to brick-and-mortar and online retailers, wholesalers who supply such bookstores, college bookstores, individual practitioners, corporations, and government agencies.
CrossKnowledge We also offer online learning and training solutions for global corporations and small and medium-sized enterprises, which are sold on a subscription or fee basis.
CrossKnowledge previously offered online learning and training solutions for global corporations and small and medium-sized enterprises, which were sold on a subscription or fee basis.
Our human capital metrics summary (excluding placement candidates in Wiley Edge) as of April 30, 2024: CATEGORY METRIC EMPLOYEES By Region Americas 39 % APAC 23 % EMEA 38 % DIVERSITY AND INCLUSION Global Gender Representation % Female Colleagues 57 % % Female Senior Leaders (Vice President and above) 43 % US Person of Color (POC) Representation* % POC 27 % % POC Senior Leaders (Vice President and above) 17 % * US POC includes employees who self-identify as Hispanic or Latino, Black or African American, Asian, American Indian or Alaskan Native, Native Hawaiian or other Pacific Islander, Other, or two or more races.
Our human capital metrics summary as of April 30, 2025: METRIC Colleagues By Region Americas 38 % APAC 26 % EMEA 36 % Global Gender Representation % Female Colleagues 57 % % Female Senior Leaders (Vice President and above) 45 % US Person of Color (POC) Representation* % POC Colleagues 26 % % POC Senior Leaders (Vice President and above) 19 % * US POC includes employees who self-identify as Hispanic or Latino, Black or African American, Asian, American Indian or Alaskan Native, Native Hawaiian or other Pacific Islander, Other, or two or more races.
Approximately 47% of Journal Subscriptions revenue is derived from publication rights that are owned by professional societies and other publishing partners such as charitable organizations or research institutions and are published by us pursuant to long-term contracts or owned jointly with such entities .
Long-term publishing alliances play a major role in Research Publishing’s success. Approximately 46% of Journal Subscriptions revenue is derived from publication rights that are owned by professional societies and other publishing partners such as research institutions or foundations, and are published by us pursuant to long-term contracts or owned jointly with such entities .
These alliances bring mutual benefit: The partners gain Wiley’s publishing, marketing, sales, and distribution expertise, while Wiley benefits from being affiliated with prestigious organizations and their members. Societies that sponsor or own such journals generally receive a royalty and/or other financial consideration. We may procure editorial services from such societies on a prenegotiated fee basis.
These alliances, with many of them being decades-long in duration, bring mutual benefit: The partners gain Wiley’s publishing, marketing, sales, and distribution expertise, while Wiley benefits from being affiliated with prestigious organizations and their members. Societies that sponsor or own such journals generally receive a royalty and/or other financial consideration.
Learning revenue by product type includes Academic and Professional. The graphs below present revenue by product type for the years ended April 30, 2024 and 2023: 2024 2023 Key strategies for the Learning business include selectively scaling high-value digital content, courseware, and assessments where the Company sees opportunity.
The graphs below present revenue by product type for the years ended April 30, 2025 and 2024: 2025 2024 Key strategies for the Learning business include selectively scaling high-value digital content, courseware, and assessments where the Company is seeking content libraries for new licensing opportunities.
Our success depends on our ability to develop, attract, reward, and retain a diverse population of talented, qualified, and highly skilled colleagues at all levels of our organization and across our global workforce so that they can deliver on our promise to our customers to clear the way to their successes.
Our success depends on our ability to develop, attract, reward, and retain a diverse population of talented, qualified, and highly skilled colleagues at all levels of our organization and across our global workforce.
Financial Information About Business Segments The information set forth in Part II, Item 8, “Financial Statements and Supplementary Data” in Note 3 , “Revenue Recognition, Contracts with Customers,” and Note 20 , “Segment Information,” of the Notes to Consolidated Financial Statements and Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations” of this Annual Report on Form 10-K are incorporated herein by reference.
Wiley remains committed to building on the progress we have made, evolving our strategy to meet the challenges ahead, and making a positive impact on environmental sustainability. 13 I ndex Financial Information About Business Segments The information set forth in Part II, Item 8, “Financial Statements and Supplementary Data” in Note 3 , “Revenue Recognition, Contracts with Customers,” and Note 20 , “Segment Information,” of the Notes to Consolidated Financial Statements and Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations” of this Annual Report on Form 10-K are incorporated herein by reference.
Book sales for Learning are generally made on a returnable basis with certain restrictions. We provide for estimated future returns on sales made during the year based on historical return experience and current market trends.
We provide for estimated future returns on sales made during the year based on historical return experience and current market trends.
See Part II, Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in the section “Segment Operating Results” of this Annual Report on Form 10-K for further details and for the reconciliation of Adjusted Operating Income to Adjusted EBITDA. For fiscal year 2024, approximately 59% of Learning revenue is from digital and online products and services.
See Part II, Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in the section “Segment Operating Results” of this Annual Report on Form 10-K for further details and for the reconciliation of Adjusted Operating Income to Adjusted EBITDA. Research revenue by product type includes Research Publishing and Research Solutions.
Research Publishing Research Publishing generates the majority of its revenue from contracts with its customers in the following revenue streams: • Journal Subscriptions (“pay to read”), Transformational Agreements (“pay to read and publish”), and Open Access (“pay to publish”) • Licensing, Backfiles, and Other. 6 Index Journal Subscriptions, Transformational Agreements, and Open Access As of April 30, 2024, we publish over 1,900 academic research journals.
Research Publishing Research Publishing generates the majority of its revenue from contracts with its customers in the following revenue streams: • Journal Subscriptions (pay to read) and Transformational Agreements (pay to read and publish) under multi-year arrangements • Open Access (pay to publish) • Licensing and ancillary products 6 I ndex Journal Subscriptions and Transformational Agreements As of April 30, 2025, we publish over 1,800 academic research journals.
We are committed to identifying, growing, and retaining top talent and ensuring we have the right skills for the future. We establish key development action planning opportunities for each colleague to build bench strength and review development progress and mobility regularly. Environment Wiley is committed to environmental sustainability as an integral part of its operations and corporate strategy.
We establish key development action planning opportunities for each colleague to build bench strength and review development progress and mobility regularly. Environment At Wiley, environmental sustainability is an integral part of our operations and corporate strategy.
Our online publishing platforms provide revenue growth opportunities through new applications and business models, online advertising, deeper market penetration, and individual sales and pay-per-view options.
Access to abstracts is free and full content is accessible through licensing agreements or as individual article purchases. Our online publishing platforms provide revenue growth opportunities through new applications and business models, online advertising, deeper market penetration, and individual sales and pay-per-view options.
Literatum TM , our online publishing platform for societies and other research publishers, delivers integrated access to more than 10 million articles from approximately 2,100 publishers and societies, as well as over 28,000 online books and hundreds of multivolume reference works, laboratory protocols and databases.
The Atypon® publishing platform for societies and publishers delivers integrated access to more than 11 million articles from over two thousand publishers and societies, as well as around 29,000 online books and hundreds of multivolume reference works, laboratory protocols, and databases.
Wiley’s performance in the 2022 release of Clarivate Analytics’ Journal Citation Reports (JCR) remains strong, maintaining its top 3 position in terms of citations received and sits in 4 th place for journals indexed and articles published. Wiley has 7% of titles, 8% of articles, and 11% of citations. A total of 1,562 Wiley journals were included in the reports.
Wiley’s performance in the 2024 release of the JCR remains strong, maintaining its top 3 position in terms of citations received. Wiley has 8% of titles, 8% of articles, and 10% of citations. A total of 1,728 Wiley journals were included in the reports.
Essentially, for a single fee, a national or regional consortium of libraries pays for and receives full read access to our journal portfolio and the ability to publish under an open access arrangement. Like subscriptions, transformational agreements involve recurring revenue under multiyear contracts. Transformational models accelerate the transition to open access while maintaining subscription access.
For a single fee, a national or regional consortium of libraries pays for in advance and receives full read access to our journal portfolio and the ability to publish under an open access arrangement (articles made freely available and authors maintain copyright). Like Journal Subscriptions, Transformational Agreements involve recurring revenue under multi-year arrangements.
There are various channels to drive affordability for print and digital materials within the higher education market, including used, rental, and inclusive access.
There are various channels to drive accessibility for print and digital materials within the higher education market, including used, rental, and inclusive access whereby the cost of digital course content is added to a student's tuition and fees.
Open Access offers authors choices in how to share and disseminate their work, and it serves the needs of researchers who may be required by their research funder to make articles freely accessible without embargo. APCs are typically paid by the individual author or by the author’s funder, and payments are often mediated by the author’s institution.
Contributors of open access articles retain many rights and typically license their work under terms that permit reuse. Open Access offers authors choices in how to share and disseminate their work, and it serves the needs of researchers who may be required by their research funder to make articles freely accessible without embargo.
These pillars reflect our DEI near-term priorities to propel a sustainable, inclusive organization that embodies inclusion and equity throughout our policies, programs, and processes, and fosters an inclusive culture that celebrates the unique contributions of our colleagues and supports human connectivity.
We are focused on four Inclusion and Belonging Strategic Pillars—Fostering an Inclusive Community, Enhancing our Foundation, Understanding our People, and Creating Impact Through our Business. 12 I ndex These pillars reflect our Inclusion and Belonging near-term priorities to propel a sustainable, inclusive organization that embodies inclusion throughout our policies, programs, and processes, and fosters an inclusive culture that celebrates the unique contributions of our colleagues and supports human connectivity.
Our goal is to provide colleagues with learning opportunities and experiences during their journey at Wiley. We help colleagues upskill and thrive by leveraging the power of our internal products and tapping into our external partnerships. We focus on delivering quality curated resources, customized learning paths, and comprehensive development programs.
Careers and Engagement Investment in colleague development and growth for current and future roles is central to our culture. Our goal is to provide colleagues with learning opportunities and experiences during their journey at Wiley. We help colleagues upskill and thrive by leveraging the power of our internal products and tapping into our external partnerships.
The graphs below present revenue by product type for the years ended April 30, 2024 and 2023: 2024 2023 Key growth strategies for the Research segment include evolving and developing new licensing models for our institutional customers (“pay to read and publish”), developing new open access journals and revenue streams (“pay to publish”), focusing resources on high-growth and emerging markets, and developing new digital products, services, and workflow solutions to meet the needs of researchers, authors, societies, and corporate customers.
The graphs below present revenue by product type for the years ended April 30, 2025 and 2024: 2025 2024 Key growth strategies for the Research segment include publishing more peer-reviewed research and expanding our journal portfolio, thereby increasing the value of our Journal Subscriptions (pay to read) and Transformational Agreements (pay to read and publish), developing new open access journals and volume-based revenue streams (pay to publish), focusing on high-growth and emerging research markets, licensing our content for innovation in the corporate R&D value chain, and developing new digital products and information services to meet the needs of researchers, authors, societies, and corporate customers.
We have an agreement to outsource our US-based book distribution operations to Cengage Learning, with the continued aim of improving efficiency in our distribution activities and moving to a more variable cost model. As of April 30, 2024, we had one global warehousing and distribution facility remaining, which is in the UK.
We have an agreement to outsource our US-based book distribution operations to Cengage Learning, with the continued aim of improving efficiency in our distribution activities and moving to a more variable cost model. Book sales for Learning are generally made on a returnable basis with certain restrictions.
Learning: Our Learning segment includes Academic and Professional, whose products and services include scientific, professional, and education print and digital books, and digital courseware to support libraries, corporations, students, professionals, and researchers, as well as learning, development, publishing, and assessment services for businesses and professionals.
Learning: Our Learning segment includes Academic and Professional, whose products and services include scientific, professional, and education print and digital books, digital courseware to support students and instructors, and assessment services for businesses and professionals. Primary categories served include business and leadership, technology, behavioral health, engineering/architecture, science, and professional education.
Leveraging Wiley's Everything DiSC assessment tools and resources, our colleagues can better understand themselves and others, creating a common language that makes interactions more collaborative and effective.
Through our internal development programs, our colleagues get practical advice on updating their internal resumes, and honing their interviewing skills, and having career conversations with our Talent team. Leveraging Wiley's Everything DiSC assessment tools and resources, our colleagues can better understand themselves and others, creating a common language that makes interactions more collaborative and effective.
An inclusive culture also helps to ensure that everyone has an equal opportunity to impact and contribute at Wiley.
An inclusive culture also helps to ensure that everyone has an equal opportunity to impact and contribute at Wiley. By prioritizing inclusion and belonging, we can create a more innovative, productive, and engaged workforce that benefits everyone.
We continue to use Achievers, as our recognition platform that is designed so our colleagues can recognize each other to create a culture of recognition and celebrate success. In fiscal year 2024, we had over 32,000 recognitions. We conduct a talent review annually, focusing on high-performing and high-potential talent, diversity, and succession for our most critical roles.
We continue to use Achievers as our recognition platform that is designed so our colleagues can recognize each other to create a culture of recognition and celebrate success. In fiscal year 2025, we had over 31,000 recognitions and introduced the Wiley Impact Award program to recognize top performing colleagues driving an impact on our enterprise goals.
We provide specific workflows and infrastructure to authors, funders, and institutions to support the requirements of Open Access. We offer two Open Access publishing models.
APCs are typically paid by the individual author or by the author’s funder, and payments are often mediated by the author’s institution. We provide specific workflows and infrastructure to authors, funders, and institutions to support the requirements of Open Access. 7 I ndex We offer two Open Access publishing models.
Most materials originate by the authors themselves or as the result of suggestions or solicitations by editors. We enter into agreements with authors that state the terms and conditions under which the materials will be published, the name in which the copyright will be registered, the basis for any royalties, and other matters.
We enter into agreements that state the terms and conditions under which the materials will be published, the author name in which the copyright will be registered, the basis for any royalties, and other matters. Author compensation models include royalties, which vary depending on the nature of the product and work-for-hire.
We continue to add new titles, revise existing titles, and discontinue the sale of others in the normal course of our business. We also create adaptations of original content for specific markets based on customer demand. Our general practice is to revise our textbooks every 3-5 years, as warranted, and to revise other titles as appropriate.
We also create adaptations of original content for specific markets based on customer demand. Our general practice is to revise our textbooks every 3 to 5 years, as warranted, and to revise other titles as appropriate. Subscription-based products are updated on a more frequent basis. Wiley does not own any printing facilities.
Digital content is also used to create online articles, mobile apps, newsletters, and promotional collateral. Continually reusing content improves margins, speeds delivery, and helps satisfy a wide range of evolving customer needs. Our online presence not only enables us to deliver content online, but also to sell more books.
Custom deliverables are provided to corporations, institutions, and associations to educate their employees, generate leads for their products, and extend their brands. Digital content is also used to create online articles, mobile apps, newsletters, and promotional collateral. Continually reusing content improves margins, speeds delivery, and helps satisfy a wide range of evolving customer needs.
Research provides scientific, technical, medical, and scholarly journals, as well as related content and services, to academic, corporate, and government libraries, learned societies, and individual researchers and other professionals. Journal publishing categories include the physical sciences and engineering, health sciences, social sciences and humanities, and life sciences.
Research provides over 1,800 scientific, technical, medical, and scholarly journals, as well as related content and services in areas of physical sciences and engineering, health sciences, social sciences and humanities, and life sciences. Research customers include academic, corporate, government, and public libraries, funders of research, researchers, scientists, clinicians, engineers and technologists, scholarly and professional societies, and students and professors.
Author compensation models include royalties, which vary depending on the nature of the product and work-for-hire. We may make advance royalty payments against future royalties to authors of certain publications. Royalty advances are reviewed for recoverability and a reserve for loss is maintained, if appropriate.
We may make advance royalty payments against future royalties to authors of certain publications. Royalty advances are reviewed for recoverability and a reserve for loss is maintained, if appropriate. We continue to add new titles, revise existing titles, and discontinue the sale of others in the normal course of our business.
For fiscal year 2024, approximately 96% of Research revenue is generated by digital and online products, and services. Research revenue by product type includes Research Publishing and Research Solutions.
For fiscal year 2025, approximately 60% of Learning revenue is from digital and online products and services. 8 I ndex Learning revenue by product type includes Academic and Professional.
Licensing and Other Licensing and distribution services are made available to other publishers under agency arrangements. Wiley also realizes advertising revenue from branded websites (e.g., Dummies.com) and online applications. Held for Sale or Sold: Our Held for Sale or Sold segment consists of University Services, Wiley Edge, CrossKnowledge and other businesses sold in fiscal years 2024 and 2023.
Licensing and ancillary products Licensing and distribution services are made available to other publishers under agency arrangements. Wiley also realizes advertising revenue from branded websites (e.g., Dummies.com) and online applications. We also license our content for AI model training and development, as described above.
The Open Access portfolio spans life, physical, medical, and social sciences and includes a choice of high impact journals and broad-scope titles that offer a responsive, author-centered service. Transformational agreements (“read and publish”) is an innovative model that blends Journal Subscription and Open Access offerings.
The Open Access portfolio spans life, physical, medical, and social sciences and includes a choice of high impact journals and broad-scope titles that offer a responsive, author-centered service. Licensing and ancillary products Licensing and ancillary products includes the licensing of publishing rights, the licensing of content for artificial intelligence (AI) models, individual article sales, and backfile sales.
The growth of online booksellers benefits us because they provide unlimited virtual “shelf space” for our entire backlist. Publishing alliances and franchise products are important to our strategy. Education and STM publishing alliance partners include IEEE, American Institute of Chemical Engineers, and many others.
Our online presence not only enables us to deliver content online, but also to sell more books. Publishing alliances and franchise products are important to our strategy. Education and STM publishing alliance partners include IEEE, American Institute of Chemical Engineers, and many others.
We employ sales representatives who call upon independent bookstores, national and regional chain bookstores, wholesalers, and corporations globally. Sales of professional books also result from direct marketing outreach, conferences, and other industry-relevant outreach. We also promote active and growing custom professional and education publishing programs. Professional organizations use our custom professional publications for marketing outreach.
We employ sales representatives who call upon independent bookstores, national and regional chain bookstores, wholesalers, and corporations globally. Sales of professional books also result from direct marketing outreach, conferences, and other industry-relevant outreach. Key franchises and brands in the Professional category include Dummies®, Sybex, The Jon Gordon Companies, and Disciplined Entrepreneurship by Bill Aulet.
We offer interactive development programs that allow our colleagues to share lessons learned, adopt best practices, and have interactive opportunities with their peers. Through our internal development programs, our colleagues get practical advice on updating their internal resumes and honing their interviewing skills and have career conversations with our Talent team.
We focus on delivering quality curated resources, customized learning paths, and comprehensive development programs. We offer interactive development programs that allow our colleagues to share lessons learned, adopt best practices, and have interactive opportunities with their peers.
Digital books are delivered to intermediaries, including Amazon, Apple, and Google, for sale to individuals in various industry-standard formats. These are now the preferred deliverable for licensees of all types, including foreign language publishers. Digital books are also licensed to libraries through aggregators.
Digital books are delivered to intermediaries, including Amazon, Apple, and Google, for sale to individuals in various industry-standard formats. Digital books are also licensed to libraries through aggregators. Specialized formats for digital textbooks go to distributors servicing the academic market, and digital book collections are sold by subscription through independent third-party aggregators servicing distinct communities.
Subscription-based products are updated on a more frequent basis. We generally contract independent printers and binderies globally for their services, using a variety of suppliers and materials to support our range of needs.
We generally contract independent printers and binderies globally for their services, using a variety of suppliers and materials to support our range of needs. As of April 30, 2025, we had one global warehousing and distribution facility remaining, which is in the UK.
Under the Open Access business model, accepted research articles are published subject to payment of article publication charges (APCs) and then all open articles are immediately free to access online. Contributors of open access articles retain many rights and typically license their work under terms that permit reuse.
Wiley journals ranked #1 in 17 categories across 17 of its titles and achieved 265 top-10 category rankings. Open Access Under the Open Access business model, accepted research articles are published subject to upfront payment of article publication charges (APCs) and then all open articles are immediately free to access online.
We are responding to the SBTi’s urgent call for corporate climate action by aligning with 1.5°C and net-zero through the Business Ambition for 1.5°C campaign. Our environmental strategy is also focused on sustainable publishing practices, optimizing resource use, and promoting digital products to minimize our environmental impact.
Wiley remains aligned with the Business Ambition for 1.5°C campaign, reinforcing our commitment to the urgent need for corporate climate action. In parallel, we are advancing sustainable publishing and digital innovation to minimize environmental impact. We are promoting digital adoption, optimizing resource use, and enhancing supply chain engagement to uphold responsible standards.
Research customers include academic, corporate, government, and public libraries, funders of research, researchers, scientists, clinicians, engineers and technologists, scholarly and professional societies, and students and professors. Research products are sold and distributed globally through multiple channels, including research libraries and library consortia, independent subscription agents, direct sales to professional society members, and other customers.
Research products are sold and distributed globally through multiple channels, including direct to research libraries and library consortia via multi-year agreements, through independent subscription agents, and direct to researchers and professional society members, and other customers. For fiscal year 2025, approximately 96% of Research revenue is generated by digital and online products, and services.
This outreach includes customized digital and print books written for a specific customer and includes custom cover art, such as imprints, messages, and slogans. More specific are customized For Dummies ® publications, which leverage the power of this well-known brand to meet the specific information needs of a wide range of organizations around the world.
Professional organizations also use our custom professional publications for marketing outreach. This outreach includes customized books written for a specific customer and includes custom cover art, such as imprints, messages, and slogans.
These strategies include driving publishing output to meet the global demand for peer-reviewed research and expanding platform and service offerings for corporations and societies. Learning strategies include selectively scaling high-value digital content, courseware, and assessments where the Company sees opportunity.
These strategies include expanding our publishing program and journal portfolio to meet the global demand for peer-reviewed research, driving additional value in our subscription-based models for universities and corporations, volume-based models for open access, content licensing opportunities for applications in science and innovation, and content platform and service offerings for corporations and societies.
Through our alliance with The Cochrane Collaboration, we publish The Cochrane Library , a premier source of high-quality independent evidence to inform healthcare decision-making. EBM facilitates the effective management of patients through clinical expertise informed by best practice evidence that is derived from medical literature.
Through our alliance with The Cochrane Collaboration, we publish The Cochrane Library , a premier source of high-quality independent evidence to inform healthcare decision-making. Backfile licenses provide access to a historical collection of Wiley journals, generally for a one-time fee.
Wiley’s business strategies are tightly aligned with healthy solid growth trends, including ever-increasing global research and development (R&D) spend leading to consistent growth in scientific research output, the transition to open research, and the increasing application of new knowledge into solutions to solve real world problems.
In the year ended April 30, 2025, approximately 49% of our consolidated revenue was from outside the US. Wiley’s business strategies are tightly aligned with consistent long-term growth trends, including ever-increasing global research and development (R&D) investment, leading to growth in scientific research output and the number of institutions and researchers worldwide.
We proactively seek to acquire content to publish that supports the UN Sustainable Development Goals. We work to reduce print production and consumption through our products wherever possible, avoid excess inventory through print-on-demand and zero-inventory model distribution, and encourage digital adoption.
We continue to publish content that supports the UN Sustainable Development Goals and reduce print production through initiatives such as print-on-demand, zero-inventory distribution models, and increased digital offerings. Our efforts are guided by our publicly available Environmental Policy and Paper Selection and Use Policy.
Contracts are negotiated by us directly with customers or their subscription agents. Subscription periods typically cover calendar years. Subscription revenue is generally collected in advance. Approximately 53% of Journal Subscription revenue is derived from publishing rights owned by Wiley. Long-term publishing alliances also play a major role in Research Publishing’s success.
Contracts are negotiated by us directly with customers or their subscription agents. Subscription periods typically cover calendar years. Payment for subscription revenue is generally collected in advance. Transformational Agreements (read and publish) are a subscription-based model that blends Journal Subscriptions and Open Access offerings.
Licensing and Other We also engage in co-publishing titles with international publishers and receive licensing revenue from photocopies, reproductions, translations, and digital uses of our content.
The interactive zyBooks platform for STEM disciplines, namely computer science, maximizes learner engagement and retention through demonstration and hands-on learning experiences using question sets, animations, tools, and embedded labs. Licensing and ancillary products We engage in co-publishing titles with international publishers and receive licensing revenue from photocopies, reproductions, translations, and digital uses of our content.
Research Solutions Research Solutions business generate revenue by providing platform and services to corporations and societies through various products that help them attract and retain customer base. Platform and workflow solutions for societies and publishers include production and content hosting, submissions and peer review support, editorial and copyediting services.
We also provide platform and workflow solutions for societies and publishers, including production and content hosting, submissions and peer review support, and editorial and copy editing services.
For more than two centuries, the Company has been delivering on its timeless mission to unlock human potential. Wiley is a predominantly digital company with over 83% of its revenue for fiscal year 2024 generated by digital products and services excluding the Held for Sale or Sold segment revenue.
Wiley is a predominantly digital company with 83% of its Adjusted Revenue for fiscal year 2025 generated by digital products and services. For fiscal year 2025, 48% of Adjusted Revenue is recurring which includes revenue that is contractually obligated or set to recur with a high degree of certainty.
Those businesses are University Services, Wiley Edge, and CrossKnowledge. On January 1, 2024 we completed the sale of University Services. The sale of Wiley Edge, with the exception of its India operation, was completed on May 31, 2024. The sale of Wiley Edge’s India operation will be finalized later in calendar year 2024.
This primarily includes University Services which was sold on January 1, 2024, Wiley Edge which was sold on May 31, 2024 except its India operations which was sold on August 31, 2024, CrossKnowledge which was sold on August 31, 2024, and other businesses sold in fiscal years 2024 and 2023.
The first of these is Hybrid Open Access where authors publishing in the majority of our paid subscription journals, after article acceptance, are offered the opportunity to make their individual research article openly available online. 7 Index The second offering of the Open Access model is a growing portfolio of fully open access journals, also known as Gold Open Access Journals.
The first of these is Hybrid Open Access where authors can publish in the majority of our paid subscription journals. The second offering is Gold Open Access, where authors can publish in open access-only journals. All Open Access articles are subject to the same rigorous peer-review process applied to our subscription-based journals.
Access to abstracts is free and full content is accessible through licensing agreements or as individual article purchases. Large portions of the content are provided free or at nominal cost to developing nations through partnerships with certain nonprofit organizations.
Also note that portions of our content are provided free or at nominal cost to developing nations through partnerships with certain nonprofit organizations. The annual Clarivate Analytics’ Journal Citation Reports (JCR) are one of the most widely used sources of citation metrics used to analyze the performance of peer-reviewed journals.
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For fiscal year 2024, 48% of revenue excluding the Held for Sale or Sold segment revenue is recurring which includes revenue that is contractually obligated or set to recur with a high degree of certainty. On June 1, 2023, Wiley’s Board of Directors approved a plan to divest certain businesses that we determined are non-core businesses.
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See Part II, Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in the section “Consolidated Results of Operations” of this Annual Report on Form 10-K for the reconciliation of consolidated Revenue to Adjusted Revenue.
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We expect to complete the sale of CrossKnowledge by the second quarter of fiscal year 2025.

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Item 1A. Risk Factors

Risk Factors — what could go wrong, per management

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Biggest changeFor Research, we may not be able to drive publishing output to meet the global demand for peer-reviewed research nor expand platform and service offerings for corporations and societies. For Learning, we may not be able to scale high-value digital content, courseware, and assessments. Divestitures could adversely affect our business and financial results and may introduce significant risks and uncertainties.
Biggest changeBusiness, which could adversely impact our consolidated financial position and results of operations . We may not be able to adequately drive publishing output and journal expansion to meet the global demand for peer-reviewed research, nor expand licensing, platform, and service offerings for institutions, corporations, and societies.
The security compliance landscape continues to evolve, requiring us to stay apprised of changes in cybersecurity, privacy laws and regulations, such as the following, but not limited to the European Union General Data Protection Regulation (GDPR), the California Consumer Privacy Act (CCPA), the Brazilian General Data Protection Law (LGPD), the Chinese Cybersecurity, Data Security and Personal Information Protection laws (PIPL).
The security compliance landscape continues to evolve, requiring us to stay apprised of changes in cybersecurity, privacy laws and regulations, such as the following, but not limited to the European Union General Data Protection Regulation (GDPR), the California Consumer Privacy Act (CCPA), the Brazilian General Data Protection Law (LGPD), and the Chinese Cybersecurity, Data Security and Personal Information Protection laws (PIPL).
Enrollment in US colleges and universities can be adversely affected by many factors, including changes in government and private student loan and grant programs, uncertainty about current and future economic conditions, increases in tuition, general decreases in family income and net worth, and record low unemployment due to an active job market.
Enrollment in US colleges and universities can be adversely affected by many factors, including changes in government and private student loan and grant programs, uncertainty about current and future economic conditions, increases in tuition, general decreases in family income and net worth, and low unemployment due to an active job market.
Reductions in expected levels of enrollment at colleges and universities both within and outside the US could adversely affect demand for our higher education offerings, which could adversely impact our consolidated financial position and results of operations. If we are unable to retain key talent and other colleagues, our consolidated financial condition or results of operations may be adversely affected.
Reductions in expected levels of enrollment at colleges and universities within the US could adversely affect demand for our higher education offerings, which could adversely impact our consolidated financial position and results of operations. If we are unable to retain key talent and other colleagues, our consolidated financial condition or results of operations may be adversely affected.
In addition, the introduction of generative AI tools into our business may negatively impact our workplace culture and ability to attract and retain employees if generative AI tools are viewed as displacing workers. 15 Index Generative AI also presents emerging legal and ethical issues, and terms governing the use of generative AI are subject to change.
In addition, the introduction of generative AI tools into our business may negatively impact our workplace culture and ability to attract and retain employees if generative AI tools are viewed as displacing workers. Generative AI also presents emerging legal and ethical issues, and terms governing the use of generative AI are subject to change.
The United Kingdom ceased to be an EU Member State on January 31, 2020, but enacted the UK data protection law. It is unclear how UK data protection laws will continue to develop; however, contractual clauses have been established regulating data transfers to and from the United Kingdom.
The UK ceased to be an EU Member State on January 31, 2020, but enacted the UK data protection law. It is unclear how UK data protection laws will continue to develop; however, contractual clauses have been established regulating data transfers to and from the UK.
While we have taken steps to address these risks, there can be no assurance that a system failure, disruption, or data security breach would not adversely affect our business and could have an adverse impact on our consolidated financial position and results of operations. We are continually improving and upgrading our computer systems and software.
While we have taken steps to address these risks, there can be no assurance that a system failure, disruption, or data security breach would not adversely affect our business and could have an adverse impact on our consolidated financial position and results of operations. 17 I ndex We are continually improving and upgrading our computer systems and software.
While we have contingency support available, any major disruptions, while unlikely, may require longer remediation time. This could impact our ability to process and fulfill orders for those businesses. We currently use a legacy platform with limited support for order management of the global Learning business.
While we have contingency support available, any major disruptions, while unlikely, may require a longer remediation time. This could impact our ability to process and fulfill orders for those businesse s. We currently use a legacy platform with limited support for order management of the global Learning business.
If we are unable to introduce new technologies, products, and services, our ability to be profitable may be adversely affected. 17 Index We cannot predict the effect of technological changes on our business.
If we are unable to introduce new technologies, products, and services, our ability to be profitable may be adversely affected. We cannot predict the effect of technological changes on our business.
Technological developments in artificial intelligence could disrupt the markets in which we operate and subject us to increased competition, cannibalization, legal and regulatory risks, and compliance costs. Technological developments in artificial intelligence, including machine learning technology, large language models and generative artificial intelligence (collectively, “AI Technologies”) and their current and potential future applications, are rapidly evolving.
Technological developments in artificial intelligence (AI) could disrupt the markets in which we operate and subject us to increased competition, cannibalization, legal and regulatory risks, and compliance costs. Technological developments in artificial intelligence, including machine learning technology, large language models, and AI Technologies and their current and potential future applications, are rapidly evolving.
Advancements in technology, including advancements in generative AI technology, have made unauthorized copying and wide dissemination of unlicensed content easier.
Advancements in technology, including advancements in generative artificial intelligence (collectively, AI Technologies), have made unauthorized copying and wide dissemination of unlicensed content easier.
The misuse or misappropriation of our data could have an adverse impact on our reputation and could subject us to legal and regulatory investigations and/or actions. Regulations related to AI Technologies may also impose on us certain obligations and costs related to monitoring and compliance. For example, in April 2023, the Federal Trade Commission, U.S.
The misuse or misappropriation of our data could have an adverse impact on our reputation and could subject us to legal and regulatory investigations and/or actions. Regulations related to AI Technologies may also impose on us certain obligations and costs related to monitoring and compliance.
In addition to the U.S. regulatory framework, the EU introduced a new regulation applicable to certain AI Technologies and the data used to train, test and deploy them, which could impose significant requirements on both the providers and deployers of AI Technologies. Our business may suffer if we cannot protect our intellectual property.
In addition to the US regulatory framework, the EU introduced a new regulation applicable to certain AI Technologies and the data used to train, test, and deploy them, which could impose significant requirements on both the providers and deployers of AI Technologies.
If we are unable to retain our existing business relationships with authors and professional societies, this could have an adverse impact on our consolidated financial position and results of operations.
If we are unable to retain our existing business relationships with authors and professional societies, this could have an adverse impact on our consolidated financial position and results of operations. The demand for digital and lower cost books could impact our sales volumes and pricing in an adverse way.
These legacy platforms are being evaluated as part of the recently initiated enterprise modernization program noted above. 18 Index 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, could have a material adverse effect on our business, consolidated financial condition, and results of operations.
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, could have a material adverse effect on our business, consolidated financial condition, and results of operations.
We continually evaluate the performance and strategic fit of all of our businesses and may sell businesses or product lines. We initiated a strategic review of our non-core education businesses which has resulted in the ongoing divestiture of certain assets or businesses that no longer fit with our strategic direction or growth targets.
We continually evaluate the performance and strategic fit of all of our businesses and may sell businesses or product lines. We completed the divestiture of our non-core education businesses that no longer aligned with our strategic direction or growth targets, as previously disclosed.
If we are unable to protect and enforce our intellectual property rights, we may not succeed in realizing the full value of our assets, our business and profitability may suffer, and our brand may be tarnished by misuse of our intellectual property.
If we are unable to protect and enforce our intellectual property rights, we may not succeed in realizing the full value of our assets, our business and profitability may be adversely impacted, and our brand may be tarnished by misuse of our intellectual property. 14 I ndex We may not be able to realize the expected benefits of our growth strategies, which are described in Item 1.
Any defects and disruptions in the legacy systems which cannot be addressed in a timely manner could impact our ability to process orders and reconcile financial statements.
Any defects and disruptions in the legacy systems which cannot be addressed in a timely manner could impact our ability to process orders and reconcile financial statements. These legacy platforms are being evaluated as part of the recently initiated enterprise modernization program noted above.
Due to growing student demand for less expensive textbooks, many college bookstores, online retailers, and other entities, offer used or rental textbooks to students at lower prices than new textbooks. 16 Index The Internet has made the used and rental textbook markets more efficient and has significantly increased student access to used and rental textbooks.
Increased customer demand for lower prices could reduce our revenue. Due to growing student demand for less expensive textbooks, many college bookstores, online retailers, and other entities, offer used or rental textbooks to students at lower prices than new textbooks.
In addition to new and proposed data protection laws, we also stay apprised and adopt certain security standards required by our clients, such as International Organization for Standardization (ISO), National Institute of Standards and Technology (NIST) and Center for Internet Security (CIS).
Some countries also are considering or have enacted legislation requiring local storage and processing of data that could increase the cost and complexity of delivering our services. 18 I ndex In addition to new and proposed data protection laws, we also stay apprised and adopt certain security standards required by our clients, such as International Organization for Standardization (ISO), National Institute of Standards and Technology (NIST), and Center for Internet Security (CIS).
Department of Justice, Consumer Financial Protection Bureau, and U.S. Equal Employment Opportunity Commission released a joint statement on artificial intelligence demonstrating interest in monitoring the development and use of automated systems and enforcement of their respective laws and regulations. In October 2023, the Presidential Administration signed an executive order that establishes new standards for AI safety and security.
For example, in April 2023, the Federal Trade Commission, US Department of Justice, Consumer Financial Protection Bureau, and US Equal Employment Opportunity Commission released a joint statement on AI demonstrating interest in monitoring the development and use of automated systems and enforcement of their respective laws and regulations.
This trend towards digital content has also created contraction in the print book retail market which increases the risk of bankruptcy for certain retail customers, potentially leading to the disruption of short-term product supply to consumers, as well as potential bad debt write-offs.
The trend towards digital content has created contraction in the print book retail market which increases the risk of bankruptcy for certain retail customers, potentially leading to the disruption of short-term product supply to consumers, as well as potential bad debt write-offs. 16 I ndex As the market has shifted to digital products, customer expectations for lower-priced products have increased due to customer awareness of reductions in production costs and the availability of free or low-cost digital content and products.
We must continue to invest in technology and other innovations to adapt and add value to our products and services to remain competitive.
If we fail to innovate in response to rapidly evolving technological and market developments, our competitive position may be negatively impacted. We must continue to invest in technology and other innovations to adapt and add value to our products and services to remain competitive.
Our business depends on our intellectual property, including our valuable trademarks and copyrighted content. We believe the protection and monetization of our proprietary trademarks and copyrighted content, as well as other intellectual property, is critical to our continued success and our competitive position.
We believe the protection and monetization of our proprietary trademarks and copyrighted content, as well as other intellectual property, is critical to our continued success and our competitive position. Our ability to do so is subject to the inherent limitation in protections available under intellectual property laws in the US and other applicable jurisdictions.
Further expansion of the used and rental textbook markets could further adversely affect our sales of print textbooks, subsequently affecting our consolidated financial position and results of operations. A reduction in enrollment at colleges and universities could adversely affect the demand for our higher education products.
See Note 4 , "Acquisitions and Divestitures" for further details. A reduction in enrollment at colleges and universities could adversely affect the demand for our higher education products.
Such copyrights protect our exclusive right to publish the work in many countries abroad for specified periods, in most cases the author’s life plus 70 years. Our ability to continue to achieve our expected results depends, in part, upon our ability to protect our intellectual property rights.
A substantial portion of our publications are protected by copyright, held either in our name, in the name of the author of the work, or in the name of a sponsoring professional society. Such copyrights protect our exclusive right to publish the work in many countries abroad for specified periods, in most cases the author’s life plus 70 years.
The trading price of our securities could decline due to any of these risks, and investors may lose all or part of their investment. Strategic Risks We may not be able to realize the expected benefits of our growth strategies, which are described in Item 1. Business, which could adversely impact our consolidated financial position and results of operations .
The trading price of our securities could decline due to any of these risks, and investors may lose all or part of their investment. Strategic Risks Our business may be adversely impacted if we cannot protect our intellectual property. Our business depends on our intellectual property, including our valuable trademarks and copyrighted content.
Information Technology Systems and Cybersecurity Risks Our company is highly dependent on information technology systems and their business management and customer-facing capabilities critical for the long-term competitive sustainability of the business. If we fail to innovate in response to rapidly evolving technological and market developments, our competitive position may be negatively impacted.
The Internet has made the used and rental textbook markets more efficient and has significantly increased student access to used and rental textbooks. Information Technology Systems and Cybersecurity Risks Our Company is highly dependent on information technology systems and their business management and customer-facing capabilities, which are critical for the long-term competitive sustainability of the business.
For more information regarding our process for identifying, assessing and managing material risks from cybersecurity threats, refer to Item 1C . Cybersecurity. 19 Index Operational Risks We may not realize the anticipated cost savings and benefits from, or our business may be disrupted by, our business transformation and restructuring efforts.
For more information regarding our process for identifying, assessing and managing material risks from cybersecurity threats, refer to
Divestitures involve significant risks and uncertainties that could adversely affect our business, consolidated financial position and consolidated results of operations.
While these divestitures have been finalized, certain financial arrangements associated with these transactions, including Sellers Notes and earnout provisions, continue to present potential risks and uncertainties that could adversely affect our business, consolidated financial position, and consolidated results of operations.
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These include, among others, the inability to find potential buyers on favorable terms, disruption to our business and/or diversion of management attention from other business concerns, the potential loss of key employees, difficulties in separating the operations of the divested business, and retention of certain liabilities related to the divested business.
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In October 2023, the Presidential Administration signed an executive order that establishes new standards for AI safety and security.
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Significant time and expenses could be incurred to divest these non-core businesses which may adversely affect operations as dispositions may require our continued financial involvement, such as through transition service agreements, guarantees, and indemnities or other current or contingent financial obligations and liabilities.
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Potential reductions in US federal funding for libraries and changes to US higher education policy may adversely affect our business Our operations and revenue are partially dependent on funding for research and spending by publicly funded institutions, including public libraries, colleges, and universities.
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Our ability to do so is subject to the inherent limitation in protections available under intellectual property laws in the United States and other applicable jurisdictions.
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The current US administration has recently proposed reductions in US federal funding for the National Institute of Health and other agencies that support research as well as funding for the US Department of Education and other university programs.
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The demand for digital and lower cost books could impact our sales volumes and pricing in an adverse way. A common trend facing each of our businesses is the digitization of content and proliferation of distribution channels through the Internet and other electronic means, which are replacing traditional print formats.
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If these proposals are enacted, our US library customers may experience budget constraints that reduce their ability to license, purchase, or renew our products and services.
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New distribution channels, such as digital formats, the Internet, online retailers, and growing delivery platforms (e.g., tablets and e-readers), combined with the concentration of retailer power, present both risks and opportunities to our traditional publishing models, potentially impacting both sales volumes and pricing.
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Wiley is a global business and enjoys healthy geographic revenue distribution and funding diversity worldwide, but any material and sustained decrease in US public funding for research and education could adversely affect our results of operations over time.
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As the market has shifted to digital products, customer expectations for lower-priced products have increased due to customer awareness of reductions in production costs and the availability of free or low-cost digital content and products. As a result, there has been pressure to sell digital versions of products at prices below their print versions.
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We cannot predict the extent to which future US federal budgets or policy changes may impact funding policies in other countries, our customers, or our business, but such actions may have a significant and negative effect on our US market. 15 I ndex Divestitures could adversely affect our business and financial results and may introduce significant risks and uncertainties.
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Increased customer demand for lower prices could reduce our revenue. We publish educational content for undergraduate, graduate, and advanced placement students, lifelong learners, and, in Australia, for secondary school students.
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These post-divestiture financial arrangements require ongoing monitoring and management attention to ensure compliance with agreement terms and to mitigate potential adverse impacts on our financial position. If the buyers of our divested businesses experience operational or financial difficulties, our ability to collect on Sellers Notes or realize anticipated earnout payments could be impaired.
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Some countries also are considering or have enacted legislation requiring local storage and processing of data that could increase the cost and complexity of delivering our services.
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We continue to transform our business from a traditional publishing model to a global provider of content-enabled solutions with a focus on digital products and services. We will continue to explore opportunities to develop new business models and enhance the efficiency of our organizational structure.
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The rapid pace and scope of change increases the risk that not all our strategic initiatives will deliver the expected benefits within the anticipated timeframes. In addition, these efforts may disrupt our business activities, which could adversely affect our consolidated financial position and results of operations.
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We continue to restructure and realign our cost base with current and anticipated future market conditions, including our Global Restructuring Program.
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Significant risks associated with these actions that may impair our ability to achieve the anticipated cost savings or that may disrupt our business, include delays in the implementation of anticipated workforce reductions in highly regulated locations outside of the US, decreases in employee morale, the failure to meet operational targets due to the loss of key employees, and disruptions of third parties to whom we have outsourced business functions.
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In addition, our ability to achieve the anticipated cost savings and other benefits from these actions within the expected timeframe is subject to many estimates and assumptions. These estimates and assumptions are subject to significant economic, competitive, and other uncertainties, some of which are beyond our control.
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If these estimates and assumptions are incorrect, if we experience delays, or if other unforeseen events occur, our business and consolidated financial position and results of operations could be adversely affected. We may not realize the anticipated cost savings and processing efficiencies associated with the outsourcing of certain business processes.
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We have outsourced certain business functions, principally in technology, content management, printing, warehousing, fulfillment, distribution, returns processing, and certain other transactional processing functions, to third-party service providers to achieve cost savings and efficiencies.
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If these third-party service providers do not perform effectively, we may not be able to achieve the anticipated cost savings, and depending on the function involved, we may experience business disruption or processing inefficiencies, all with potential adverse effects on our consolidated financial position and results of operations.
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Challenges and uncertainties associated with operating in certain global markets has a higher risk due to political instability, economic volatility, crime, terrorism, corruption, social and ethnic unrest, and other factors, which may adversely impact our consolidated financial position and results of operations.
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We sell our products to customers in certain sanctioned and previously sanctioned developing markets in accordance with such restrictions. While sales in these markets are not material to our consolidated financial position and results of operations, adverse developments related to the risks associated with these markets may cause actual results to differ from historical and forecasted future consolidated operating results.
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We have certain technology development operations in Sri Lanka, and previously in Russia, related to software development and architecture, digital content production, and system testing services. Due to the political instability within these regions, there is the potential for future government embargos and sanctions, which could disrupt our operations in these areas.
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While we have developed business continuity plans to address these issues, further adverse developments in the region could have a material impact on our consolidated financial position and results of operations. In February 2022, the Russian Federation and Belarus commenced a military action with Ukraine.
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As a result, the United States, as well as other nations, instituted economic sanctions against Russia and Belarus.
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The impact of this action and related sanctions on the world economy is not currently determinable but the impact of this conflict has not been material to our consolidated financial position and results of operations. 20 Index In the third quarter of fiscal year 2023, due to the political instability and military actions between Russia and Ukraine, we made the decision to close our operations in Russia, which primarily consists of technology development resources.
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We were substantially complete with this closure as of April 30, 2023, except for the formal liquidation of our Russian legal entity, which we expect to complete in fiscal year 2025. This action did not materially impact our overall operations. Prior to the closure, the net assets of our Russian operations were not material to our overall consolidated financial position.
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We have customers in Russia, primarily for our Research offerings, which are not material to our overall consolidated results of operations. We do not have operations in Ukraine or Belarus, and the business conducted in those countries is also not material to our consolidated financial position and results of operations.
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In our Research segment, approximately 28% of the articles we published in 2023 included a China based author. This compares to the industry percentage which is approximately 29% of articles published in 2023 which included a China based author. Any restrictions on exporting intellectual property could adversely affect our business and consolidated financial position and results of operations.
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Chinese governments and institutions are producing early warning lists of journals published by non-Chinese publishers that have high proportions of Chinese content which could have an impact on future article volumes.
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In our journal publishing business, we have a trade concentration and credit risk related to subscription agents, and in our book business the industry has a concentration of customers in national, regional, and online book resellers. Changes in the financial position and liquidity of our subscription agents and customers could adversely impact our consolidated financial position and results of operations.
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In the journal publishing business, subscriptions are primarily sourced through journal subscription agents who, acting as agents for library customers, facilitate ordering by consolidating the subscription orders/billings of each subscriber with various publishers. Cash is generally collected in advance from subscribers by the subscription agents and is principally remitted to us between the months of December and April.
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Although at fiscal year-end we had minimal credit risk exposure to these agents, future calendar year subscription receipts from these agents are highly dependent on their financial condition and liquidity. Subscription agents account for approximately 16% of total annual consolidated revenue and no one agent accounts for more than 10% of total annual consolidated revenue.
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Our book business is not dependent upon a single customer; however, the industry is concentrated in national, regional, and online book resellers.
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Although no book customer accounts for more than 6% of total consolidated revenue and 12% of accounts receivable at April 30, 2024, the top 10 book customers account for approximately 11% of total consolidated revenue and approximately 27% of accounts receivable at April 30, 2024.
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In our Research business, a lack of integrity in our published research could adversely impact our consolidated financial position and results of operations. We publish research authored by individuals outside our Company. The integrity of that research could be compromised due to the manipulation, misrepresentation and misconduct by those individuals or other outsiders involved in the publishing process.
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This activity could adversely impact our open access publishing and article output by causing us to potentially pause publication, retract articles, or halt publication of a journal, which could adversely impact our business and consolidated financial position and results of operations. 21 Index Financial Risks Volatility in the financial markets and a related global economic downturn could impact our ability to access global credit markets and meet our future financing needs.
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Changes in global financial markets have not had, nor do we anticipate they will have, a significant impact on our liquidity. We continue to believe that we have the ability to meet our financing needs for the foreseeable future.
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We typically generate significant operating cash flow from ongoing operations, continue to maintain available cash and other financial assets, retain access to the capital markets, and have available committed lines of credit through our syndicated credit agreement. As market conditions change, we will continue to monitor our liquidity position.
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However, there can be no assurance that our liquidity or our consolidated financial position and results of operations will not be adversely affected by possible future changes in global financial markets and global economic conditions.
Removed
Unprecedented market conditions including illiquid credit markets, volatile equity markets, dramatic fluctuations in foreign currency and interest rates, and economic recession, could have a material adverse effect on our business and future results. Fluctuations in foreign currency exchange rates and interest rates could materially impact our consolidated financial condition and results of operations.
Removed
Non-US revenues, as well as our substantial non-US net assets, expose our consolidated results to volatility from changes in foreign currency exchange rates.
Removed
The percentage of consolidated revenue for the year ended April 30, 2024 recognized in the following currencies (on an equivalent US dollar basis) were approximately: 53% US dollar, 27% British pound sterling, 11% euro, and 9% other currencies. In addition, our floating interest rate loans and borrowings are subject to risk from changes in interest rates.
Removed
We may, from time to time, use derivative instruments to hedge such risks.
Removed
Notwithstanding our efforts to foresee and mitigate the effects of changes in external financial market or economic conditions, we cannot predict with certainty changes in foreign currency exchange rates and interest rates, inflation, or other related factors affecting our business, consolidated financial position, and results of operations .
Removed
We may not be able to mitigate the impact of inflation and cost increases, which could have an adverse impact on our consolidated financial position and results of operations. From time to time, we experience cost increases reflecting, in part, general inflationary factors.
Removed
There is no guarantee that we can increase selling prices or reduce costs to fully mitigate the effect of inflation on our costs, which may adversely impact our consolidated financial position and results of operations.

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Item 1C. Cybersecurity

Cybersecurity — threats and controls disclosure

0 edited+85 added−18 removed0 unchanged
Removed
Item 1C. Cybersecurity Risk Management and Strategy Wiley is committed to maintaining robust cybersecurity practices to safeguard our operations, data, and stakeholders’ interests. We monitor our cybersecurity landscape and adapt our strategies and governance practices to mitigate risks in this rapidly evolving area.
Added
Item 1C. Cybersecurity. Operational Risks We may not realize the anticipated cost savings and benefits from, or our business may be disrupted by, our continuous improvement efforts. We will continue to explore opportunities to develop new business models and enhance the efficiency of our cost and organizational structure.
Removed
Wiley adopted the National Institute of Standards and Technology Cybersecurity Framework (NIST-CSF), as a guide for its cybersecurity program to establish, and maintain a continuous improvement process for identifying, assessing, and managing cyber risks and cyber-related threats. The framework’s key domains of identify, protect, detect, respond, recover and governance encompass specific controls to be established and maintained by an organization.
Added
The rapid pace and scope of change increases the risk that not all our strategic initiatives will deliver the expected benefits within the anticipated timeframes. In addition, these efforts may disrupt our business activities, which could adversely affect our consolidated financial position and results of operations.
Removed
Wiley’s controls are monitored and tested on a continuous basis by an external third-party to assess the effectiveness of our cyber program.
Added
We continue to restructure and realign our cost base with current and anticipated future market conditions, including our Global Restructuring Program.
Removed
We maintain a cybersecurity risk management program that is designed to identify, assess, manage, and mitigate cybersecurity risks and provides a framework for handling cybersecurity threats and incidents, including threats and incidents associated with the use of services provided by third-party service providers.
Added
Significant risks associated with these actions that may impair our ability to achieve the anticipated cost savings or that may disrupt our business, include delays in the implementation of anticipated workforce reductions in highly regulated locations outside of the US, decreases in employee morale, the failure to meet operational targets due to the loss of key employees, and disruptions of third parties to whom we have outsourced certain business functions.
Removed
To secure our technology environment, our organization leverages the latest software and security capabilities with a defense-in-depth and layered strategy. We deploy endpoint detection and response, network anomaly detection, and multi-factor authentication across most of our environment. We engage with various third-party consultants as well as utilize various threat intelligence services to assist in our oversight and to identify risks.
Added
In addition, our ability to achieve the anticipated cost savings and other benefits from these actions within the expected timeframe is subject to many estimates and assumptions. These estimates and assumptions are subject to significant economic, competitive, and other uncertainties, some of which are beyond our control.
Removed
We require employees with access to our information systems, including all corporate employees and consultants, to undertake annual data protection and cybersecurity training and ongoing phishing simulation exercises.
Added
If these estimates and assumptions are incorrect, if we experience delays, or if other unforeseen events occur, our business and consolidated financial position and results of operations could be adversely affected. We may not realize the anticipated cost savings and processing efficiencies associated with the outsourcing of certain business processes.
Removed
Based on the information we have as of the date of this Annual Report on Form 10-K, we do not believe that any cybersecurity incident experienced by the Company has materially affected or is reasonably likely to materially affect Wiley, including our business strategy, results of operations or financial condition. For additional information about cybersecurity risks, see Item 1A.
Added
We have outsourced certain business functions, principally in technology, content management, printing, warehousing, fulfillment, distribution, collections and returns processing, and certain other transactional processing functions, to third-party service providers to achieve cost savings and efficiencies.
Removed
“Risk Factors.” Governance Our Board is responsible for the overall oversight of our enterprise risk management. The Board receives regular updates on the key risks to the organization on a quarterly basis.
Added
If these third-party service providers do not perform effectively, we may not be able to achieve the anticipated cost savings, and depending on the function involved, we may experience business disruption or processing inefficiencies, all with potential adverse effects on our consolidated financial position and results of operations.
Removed
The Board has delegated oversight of cybersecurity risks to the Audit Committee.The Audit Committee receives quarterly cybersecurity updates from the Company’s Chief Information Security Officer (CISO), which includes updates on the Company’s cybersecurity policies and strategies, cyber risks and threats, the status of projects designed to continuously improve the Company’s information security systems, assessments of the Company’s security program, employee training and awareness programs, emerging threat landscape and engagement with external cybersecurity experts and advisors, as needed. 26 Index The Company also holds an annual cybersecurity educational session and updates both the Audit Committee and the Digital Product and Technology Committee, which oversees the Company's digital product and services and technology strategies, initiatives and investments.
Added
Challenges and uncertainties associated with operating in certain global markets has a higher risk due to political instability, economic volatility, crime, terrorism, corruption, social and ethnic unrest, and other factors, which may adversely impact our consolidated financial position and results of operations.
Removed
The annual session is dedicated to the Enterprise Security Compliance and Data Protection program, which features perspectives on the status of Wiley’s Cybersecurity Program, including related policies, procedures and practices and emerging trends in the cybersecurity space from the Company’s CISO complemented by an outside expert.
Added
We sell our products to customers in certain sanctioned and previously sanctioned developing markets in accordance with such restrictions.
Removed
Management’s Role Management is responsible for day-to-day risk management activities, including identifying and assessing cybersecurity risks, establishing processes to ensure that potential cybersecurity risk exposures are monitored, implementing appropriate mitigation or remediation measures and maintaining cybersecurity programs. Risk mitigation strategies and key performance indicators are defined, and tracked, as part of the quarterly internal reporting.
Added
While sales in these markets are not material to our consolidated financial position and results of operations, adverse developments related to the risks associated with these markets may cause actual results to differ from historical and forecasted future consolidated operating results. 19 I ndex We have certain global operations related to software development and technology architecture, digital content production, and system testing services.
Removed
The Enterprise Security, Compliance and Data Protection team consists of subject matter experts in the field on Information Security, Risk Management Compliance and Data Protection. Our Security, Compliance and Data Protection teams monitor the prevention, detection, mitigation, and remediation of cybersecurity incidents through a variety of technical and operational measures, and regularly report to our CISO.
Added
Due to the political instability within certain regions, there is the potential for future government embargoes and sanctions, which could disrupt our operations in these areas. While we have developed business continuity plans to address these issues, further adverse developments in these regions could have a material impact on our consolidated financial position and results of operations.
Removed
Our CISO is part of the senior management team and regularly updates the Audit Committee on the company’s cybersecurity program, including cybersecurity risks, incidents, and mitigation strategies.
Added
In our Research segment, approximately 30% of the articles we published in calendar year 2024 included China-based authors. This compares to the industry percentage which is approximately 32% of articles published in calendar year 2024 which included China-based authors. Any restrictions on exporting intellectual property could adversely affect our business and consolidated financial position and results of operations.
Removed
The Security, Compliance and Data Protection team is led by the CISO who has 25 years in business risk management and cybersecurity and reports to the Chief Information Officer (CIO) who has over 25 years in information technology and security roles.
Added
Chinese governments and institutions are producing early warning lists of journals published by non-Chinese publishers that have high proportions of Chinese content which could have an impact on future article volumes.
Removed
The Security, Compliance and Data Protection team has established processes and procedures that guide and enable continuous monitoring, detection, prevention, mitigation, and remediation of cybersecurity incidents.
Added
In our journal publishing business, we have a trade concentration and credit risk related to subscription agents, and in our book business the industry has a concentration of customers in national, regional, and online book resellers. Changes in the financial position and liquidity of our subscription agents and customers could adversely impact our consolidated financial position and results of operations.
Removed
These processes are carried out using various security platforms tools, capabilities and strategies including tests of our information security program, tabletop exercises, penetration and vulnerability testing, disaster recovery (DR) simulations, and other exercises to evaluate the effectiveness of our information security program and improve our security measures and planning.
Added
In the journal publishing business, some subscriptions are sourced through journal subscription agents who, acting as agents for library customers, facilitate ordering by consolidating the subscription orders/billings of each subscriber with various publishers. Cash is generally collected in advance from subscribers by the subscription agents and is principally remitted to us between the months of December and April.
Removed
Incident Response and Management teams utilize procedures that identify escalation paths when security events are identified. Incident priorities dictate escalation of events and how they are reported up from an Incident Commander up to the executive leadership team within Wiley as well as to the Board.
Added
Although currently we have minimal credit risk exposure to these agents, future calendar-year subscription receipts from these agents are highly dependent on their financial condition and liquidity. Subscription agents account for approximately 18% of total annual consolidated revenue, and no one agent accounts for more than 10% of total annual consolidated revenue.
Removed
Despite our efforts, we cannot eliminate all risks from cybersecurity threats, or provide assurances that we have not experienced an undetected cybersecurity incident. The threat landscape is constantly changing and will continue to as new technologies, such as AI, evolve. 27 Index
Added
Our book business is not dependent upon a single customer; however, the industry is concentrated in national, regional, and online book resellers.
Added
Although no book customer accounts for more than 6% of total consolidated revenue and 9% of accounts receivable at April 30, 2025, the top 10 book customers account for approximately 12% of total consolidated revenue and approximately 24% of accounts receivable at April 30, 2025.
Added
In our Research business, a lack of integrity in our published research could adversely impact our consolidated financial position and results of operations. We publish research authored by individuals outside our Company. The integrity of that research could be compromised due to the manipulation, misrepresentation, and misconduct by those individuals or other outsiders involved in the publishing process.
Added
This activity could adversely impact our open access publishing and article output by causing us to potentially pause publication, retract articles, or halt publication of a journal, which could adversely impact our business and consolidated financial position and results of operations.
Added
Financial Risks Volatility in the financial markets and a related global economic downturn could impact our ability to access global credit markets and meet our future financing needs. Changes in global financial markets have not had, nor do we anticipate they will have, a significant impact on our liquidity.
Added
We continue to believe that we have the ability to meet our financing needs for the foreseeable future. We typically generate significant operating cash flow from ongoing operations, continue to maintain available cash and other financial assets, retain access to the capital markets, and have available committed lines of credit through our syndicated credit agreement.
Added
As market conditions change, we will continue to monitor our liquidity position. However, there can be no assurance that our liquidity or our consolidated financial position and results of operations will not be adversely affected by possible future changes in global financial markets and global economic conditions.
Added
Unprecedented market conditions, including illiquid credit markets, volatile equity markets, dramatic fluctuations in foreign currency and interest rates, and economic recession, could have a material adverse effect on our business and future results. 20 I ndex Fluctuations in foreign currency exchange rates and interest rates could materially impact our consolidated financial condition and results of operations.
Added
Non-US revenues, as well as our substantial non-US net assets, expose our consolidated results to volatility from changes in foreign currency exchange rates.
Added
The percentage of consolidated revenue for the year ended April 30, 2025, recognized in the following currencies (on an equivalent US dollar basis) were approximately: 51% US dollar, 29% British pound sterling, 11% euro, and 9% other currencies. In addition, our floating interest rate loans and borrowings are subject to risk from changes in interest rates.
Added
We may, from time to time, use derivative instruments to hedge such risks.
Added
Notwithstanding our efforts to foresee and mitigate the effects of changes in external financial market or economic conditions, we cannot predict with certainty changes in foreign currency exchange rates and interest rates, inflation, or other related factors affecting our business, consolidated financial position, and results of operations .
Added
We may not be able to mitigate the impact of inflation and cost increases, which could have an adverse impact on our consolidated financial position and results of operations. From time to time, we experience cost increases reflecting, in part, general inflationary factors.
Added
There is no guarantee that we can increase selling prices or reduce costs to fully mitigate the effect of inflation on our costs, which may adversely impact our consolidated financial position and results of operations.
Added
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 . As a result of acquisitions, we recorded a significant amount of goodwill and other identifiable intangible assets.
Added
At April 30, 2025, we had $1,121.5 million of goodwill and $595.0 million of intangible assets, of which $124.5 million are indefinite-lived intangible assets, on our Consolidated Statements of Financial Position. The intangible assets are principally composed of content and publishing rights, customer relationships, brands and trademarks, and developed technology.
Added
Failure to achieve business objectives and financial projections could result in an asset impairment, which would result in a noncash charge to our consolidated results of operations. Goodwill and intangible assets with indefinite lives are tested for impairment on an annual basis and when events or changes in circumstances indicate that impairment may have occurred.
Added
Intangible assets with definite lives, which were $470.5 million at April 30, 2025, are tested for impairment only when events or changes in circumstances indicate that an impairment may have occurred. Determining whether an impairment exists can be difficult as a result of increased uncertainty and current market dynamics and requires management to make significant estimates and judgments.
Added
A noncash intangible asset impairment charge could have a material adverse effect on our consolidated financial position and results of operations. See Note 11 , “Goodwill and Intangible Assets” for further information related to goodwill and intangible assets, and the impairment charges recorded in the years ended April 30, 2024 and 2023 .
Added
Changes in pension costs and related funding requirements may impact our consolidated financial position and results of operations. We provide defined benefit pension plans for certain employees worldwide.
Added
Our Board of Directors approved amendments to the US, Canada, and UK defined benefit plans that froze the future accumulation of benefits effective June 30, 2013, December 31, 2015, and April 30, 2015, respectively.
Added
Due to the sale of CrossKnowledge on August 31, 2024, the retirement benefit pension plan was discharged as of the date of sale and we retain no further obligations for retirement benefits for CrossKnowledge.
Added
The funding requirements and costs of these plans are dependent upon various factors, including the actual return on plan assets, discount rates, plan participant population demographics, and changes in global pension regulations.
Added
Changes in these factors affect our plan funding, consolidated financial position, and results of operations. 21 I ndex Legal, Regulatory, and Compliance Risks Changes in laws, tariffs, and regulations, including regulations related to open access, could adversely impact our consolidated financial position and results of operations.
Added
We maintain operations in Asia, Australia, Canada, Europe, South America, the Middle East, and the US. The conduct of our business, including the sourcing of content, distribution, sales, marketing, and advertising, is subject to various laws and regulations administered by governments around the world.
Added
Changes in laws, regulations, or government policies, including tax regulations and accounting standards, may adversely affect our future consolidated financial position and results of operations. The scientific research publishing industry generates much of its revenue from paid customer subscriptions to online and print journal content.
Added
There is interest within government, academic, and library communities for such journal content to be made available for free immediately or following a period of embargo after publication, referred to as open access.
Added
For instance, certain governments and privately held funding bodies have implemented mandates that require journal articles derived from government-funded research to be made available to the public at no cost immediately or after an embargo period.
Added
Open access can be achieved in two ways: Green, which enables authors to publish articles in subscription-based journals and self–archive the author accepted version of the article for free public use immediately or after any embargo period; and Gold, which enables authors to publish their articles in journals that provide immediate free access to the final version of the article on the publisher’s website, and elsewhere under permissive licensing terms, following payment or waiver of an APC.
Added
These mandates have the potential to put pressure on subscription-based publications. If such regulations are widely implemented, our consolidated financial position and results of operations could be adversely affected.
Added
To date, many of the governments and national research councils that have taken a position on open access have favored the Green model and have generally specified embargo periods of twelve months. The publishing community generally takes the view that this period should be sufficient to protect subscription revenues, provided that publishers’ platforms offer sufficient added value to the article.
Added
Governments in Europe have been more supportive of the Gold model, which thus far is generating incremental revenue for publishers with active open access programs. Many institutions have signed on to the business model which combines the purchasing of subscription content with the purchase of open access publishing for affiliated authors.
Added
This development removes an element of risk by fixing revenues from that market, provided that the terms, price, and rate of transition negotiated are acceptable. Increases in income tax rates, changes in income tax laws or regulations, or unfavorable resolutions of tax matters could have a material adverse impact on our financial results.
Added
We are subject to tax laws in the jurisdictions of the US and numerous other jurisdictions in which we conduct business.
Added
Wiley’s results of operations could be adversely affected by a change in the consolidated effective tax rate as a result of a change in a number of factors including the mix of earnings in countries with differing statutory tax rates, the result of audits of previously filed tax returns, the cost of repatriation, or changes in tax laws and regulations and the interpretations thereof in the jurisdictions where we operate.
Added
Many jurisdictions have agreed to a statement in support of the Organization for Economic Co-operation and Development model (OECD) rules that propose a partial global profit reallocation and a global minimum tax rate of 15%.
Added
Certain countries, including European Union member states, have enacted legislation incorporating the global minimum tax with effect from 2024 while many others have indicated their intent to adopt, or have adopted, legislation effective in 2025. The OECD and implementing countries are expected to continue to make further revisions to their legislation and release additional guidance.
Added
As the legislation becomes effective in countries in which we do business, our taxes could increase and negatively impact our provision for income taxes. This increasingly complex global tax environment has in the past and could continue to increase tax uncertainty, resulting in higher compliance costs and adverse effects on our financial performance.
Added
In addition, we are subject to potential taxes in jurisdictions where we have sales, even though we do not have a physical presence, and these potential taxes could have an impact on our consolidated financial position and results of operations.
Added
Economic and political pressures to increase tax revenues in jurisdictions in which we operate, or the adoption of new or reformed tax legislation or regulation, has made and could continue to make resolving tax disputes more difficult.
Added
Although we believe our tax estimates are reasonable, the final resolution of tax audits and any related litigation can materially differ from our historical income tax provisions and accruals, resulting in an adverse effect on our financial performance. 22 I ndex A disruption or loss of data sources could limit our collection and use of certain kinds of information, which could adversely impact our communication with our customers.
Added
Several of our businesses rely extensively upon content and data from external sources. Data is obtained from public records, governmental authorities, customers, and other information companies, including competitors. Legal regulations, such as the EU’s GDPR, relating to Internet communications, privacy and data protection, e-commerce, information governance, and use of public records, are becoming more prevalent worldwide.
Added
The disruption or loss of data sources, either because of changes in the law or because data suppliers decide not to supply them, may impose limits on our collection and use of certain kinds of information about individuals and our ability to communicate such information effectively with our customers.
Added
In addition, GDPR imposes a strict data protection compliance regime with severe penalties of up to 4% of worldwide revenue or €20 million, whichever is greater. If we fail to maintain proper and effective internal controls, our ability to produce accurate financial statements on a timely basis could be impaired.
Added
We are subject to the reporting requirements of the Securities Exchange Act of 1934, the Sarbanes-Oxley Act (Sarbanes-Oxley Act), and the rules and regulations of the New York Stock Exchange. The Sarbanes-Oxley Act requires, among other things, that we maintain effective disclosure controls and procedures and internal control over financial reporting.

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Item 2. Properties

Properties — owned and leased real estate

4 edited+0 added−0 removed1 unchanged
Biggest changeUnited States: New Jersey Corporate Headquarters Leased 294,000 Indiana Office Leased 42,000 Minnesota Office Leased 28,000 Massachusetts Office Leased 26,000 North Carolina Office Leased 12,000 California Offices Leased 11,000 International: England Distribution Centers Leased 298,000 Offices Leased 75,000 Offices Owned 70,000 Germany Office Owned 104,000 Office Leased 14,000 China Offices Leased 40,000 Sri Lanka Office Leased 26,000 India Distribution Centers Leased 20,000 Office Leased 25,000 Jordan Office Leased 24,000 France Offices Leased 17,000 Brazil Office Leased 12,000 Greece Office Leased 11,000
Biggest changeUnited States: New Jersey Corporate Headquarters Leased 247,000 Indiana Office Leased 42,000 Massachusetts Office Leased 26,000 North Carolina Office Leased 12,000 International: England Distribution Centers Leased 298,000 Offices Leased 64,000 Germany Office Owned 104,000 Office Leased 14,000 India Distribution Centers Leased 20,000 Office Leased 25,000 China Offices Leased 40,000 Sri Lanka Office Leased 26,000 Jordan Office Leased 24,000 Brazil Office Leased 12,000 Greece Office Leased 11,000
In Part II, Item 8, “Financial Statements and Supplementary Data” see Note 7 , “Restructuring and Related Charges (Credits),” of the Notes to Consolidated Financial Statements for details of these restructuring programs. All of the current buildings and the equipment owned or leased are believed to be in good operating condition and are suitable for the conduct of our business.
In Part II, Item 8, “Financial Statements and Supplementary Data” see Note 7 , “Restructuring and Related Charges,” of the Notes to Consolidated Financial Statements for details of these restructuring programs. All of the current buildings and the equipment owned or leased are believed to be in good operating condition and are suitable for the conduct of our business.
Item 2. Properties We occupy office, warehouse, and distribution facilities in various parts of the world, as listed below (excluding those locations with less than 10,000 square feet of floor area, none of which is considered a material property).
Item 2. Properties We occupy office, warehouse, and distribution facilities in various parts of the world, as listed below (excluding those locations with less than 10,000 square feet of floor area, none of which are considered material property).
Due to the increased use of virtual work arrangements for post-pandemic operations and our various restructuring programs, we exited certain leased office space, subleased certain office spaces, and reduced occupancy at other facilities.
Due to the increased use of virtual work arrangements and our various restructuring programs, we exited certain leased office space, subleased certain office spaces, and reduced occupancy at other facilities.

Item 3. Legal Proceedings

Legal Proceedings — active lawsuits and investigations

1 edited+0 added−0 removed1 unchanged
Biggest changeIn the opinion of management, the ultimate resolution of all pending litigation will not have a material effect upon our consolidated financial position or results of operations. Item 4. Mine Safety Disclosures Not applicable. 28 Index PART II
Biggest changeIn the opinion of management, the ultimate resolution of all pending litigation will not have a material effect upon our consolidated financial position or results of operations. Item 4. Mine Safety Disclosures Not applicable. 26 I ndex PART II

Item 5. Market for Registrant's Common Equity

Market for Common Equity — stock, dividends, buybacks

5 edited+1 added−1 removed1 unchanged
Biggest changeTotal Number of Shares Purchased Average Price Paid Per Share Total Number of Shares Purchased as Part of a Publicly Announced Program Maximum Number of Shares that May Be Purchased Under the Program Maximum Dollar Value of Shares that May Yet Be Purchased Under Additional Plans or Programs (Dollars in Millions) February 2024 — $ — — — $ 133.5 March 2024 199,372 37.30 199,372 — 126.0 April 2024 226,150 38.09 226,150 — 117.4 Total 425,522 $ 37.72 425,522 — $ 117.4 Performance Graph The below graph provides an indicator of the cumulative total return to shareholders of the Company’s Class A Common Stock as compared with the cumulative total return on the Russell 2000, the Dow Jones Publishing Index and the S&P 400 Midcap, for the period from April 30, 2019 to April 30, 2024.
Biggest changeTotal Number of Shares Purchased Average Price Paid Per Share (1) Total Number of Shares Purchased as Part of a Publicly Announced Program Maximum Number of Shares that May Be Purchased Under the Program Maximum Dollar Value of Shares that May Yet Be Purchased Under Additional Plans or Programs (Dollars in Millions) February 2025 — $ — — — $ 82.4 March 2025 139,467 44.51 139,467 — 76.2 April 2025 435,510 43.15 435,510 — 57.4 Total 574,977 $ 43.48 574,977 — $ 57.4 (1) Average price per share excludes excise taxes payable on share repurchases. 27 I ndex Performance Graph The below graph provides an indicator of the cumulative total return to shareholders of the Company’s Class A Common Stock as compared with the cumulative total return on the Russell 2000, the Dow Jones Publishing Index, and the S&P 400 Midcap, for the period from April 30, 2020 to April 30, 2025.
The Company has elected to use the Russell 2000 Index and the S&P 400 Midcap index as its broad equity market indices because it is currently included in these indices. Cumulative total return assumes $100.00 invested on April 30, 2019 and reinvestment of dividends throughout the period.
The Company has elected to use the Russell 2000 Index and the S&P 400 Midcap index as its broad equity market indices because it is currently included in these indices. Cumulative total return assumes $100.00 invested on April 30, 2020, and reinvestment of dividends throughout the period.
During the fourth quarter of fiscal year 2024, we made the following purchases of Class A and Class B Common Stock under the publicly announced stock repurchase program.
During the fourth quarter of fiscal year 2025 , we made the following purchases of Class A and Class B Common Stock under the publicly announced stock repurchase program.
On a quarterly basis, the Board of Directors considers the payment of cash dividends based upon its review of earnings, our financial position, and other relevant factors. As of May 31, 2024, the approximate number of holders of our Class A and Class B Common Stock were 684 and 42, respectively, based on the holders of record.
On a quarterly basis, the Board of Directors considers the payment of cash dividends based upon its review of earnings, our financial position, and other relevant factors. As of May 31, 2025, the approximate number of holders of our Class A and Class B Common Stock were 667 and 42, respectively, based on the holders of record.
During the year ended April 30, 2020, our Board of Directors approved a share repurchase program of $200 million of Class A or B Common Stock. As of April 30, 2024, we had authorization from our Board of Directors to purchase up to $117.4 million that was remaining under this program.
During the year ended April 30, 2020, our Board of Directors approved a share repurchase program of $200 million of Class A or B Common Stock. As of April 30, 2025, we had authorization from our Board of Directors to purchase up to $57.4 million that was remaining under this program.
Removed
April 30, 2019 April 30, 2020 April 30, 2021 April 30, 2022 April 30, 2023 April 30, 2024 WLY $ 100.00 $ 83.89 $ 131.51 $ 120.51 $ 94.56 $ 95.93 Russell 2000 $ 100.00 $ 83.59 $ 146.18 $ 121.48 $ 117.01 $ 132.55 Dow Pub $ 100.00 $ 97.81 $ 162.94 $ 144.84 $ 137.02 $ 170.05 S&P 400 $ 100.00 $ 85.04 $ 142.76 $ 132.69 $ 134.39 $ 156.95 Item 6. [Reserved] 29 Index
Added
April 30, 2020 April 30, 2021 April 30, 2022 April 30, 2023 April 30, 2024 April 30, 2025 WLY $ 100.00 $ 156.77 $ 143.65 $ 112.72 $ 114.36 $ 137.11 Russell 2000 $ 100.00 $ 174.88 $ 145.33 $ 139.99 $ 158.58 $ 159.94 Dow Pub $ 100.00 $ 166.59 $ 148.09 $ 140.09 $ 173.86 $ 205.43 S&P 400 $ 100.00 $ 167.89 $ 156.04 $ 158.04 $ 184.57 $ 186.72

Item 7. Management's Discussion & Analysis

Management's Discussion & Analysis (MD&A) — revenue / margin commentary

124 edited+28 added−114 removed65 unchanged
Biggest changeDuring the years ended April 30, 2024, 2023, and 2022 we purchased $45.1 million, $35.0 million, and $30.0 million, respectively, under these programs. 56 Index The following table summarizes the shares repurchased of Class A and B Common Stock (shares in thousands): Years Ended April 30, 2024 2023 2022 Shares repurchased – Class A 1,294 831 542 Shares repurchased – Class B 3 1 2 Average Price – Class A and Class B $ 34.71 $ 42.07 $ 55.14 RECENTLY ISSUED STATEMENTS OF FINANCIAL ACCOUNTING STANDARDS, ACCOUNTING GUIDANCE, AND DISCLOSURE REQUIREMENTS We are subject to numerous recently issued statements of financial accounting standards, accounting guidance, and disclosure requirements.
Biggest changeThe following table summarizes the shares repurchased of Class A and B Common Stock (shares in thousands): Years Ended April 30, 2025 2024 Shares repurchased – Class A 1,186 1,294 Shares repurchased – Class B 173 3 Average Price – Class A and Class B $ 44.16 $ 34.71 The total amount purchased and the average price per share excludes excise taxes payable on share repurchases and may differ from the share repurchases reflected in Purchases of treasury shares in our Consolidated Statements of Cash Flows. 2024 Compared to 2023 A discussion of changes in our cash flows for the year ended April 30, 2024, compared to the year ended April 30, 2023, has been omitted under this item, but may be found in Part II, Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations - Liquidity and Capital Resources” in our Annual Report on Form 10-K for the year ended April 30, 2024, which was filed with the SEC on June 26, 2024. 44 I ndex RECENTLY ISSUED STATEMENTS OF FINANCIAL ACCOUNTING STANDARDS, ACCOUNTING GUIDANCE, AND DISCLOSURE REQUIREMENTS We are subject to numerous recently issued statements of financial accounting standards, accounting guidance, and disclosure requirements.
The carrying value of the CrossKnowledge reporting unit was above its fair value which resulted in a pretax noncash goodwill impairment of $15.3 million. This charge is reflected in Impairment of goodwill in the Consolidated Statements of (Loss) Income.
The carrying value of the CrossKnowledge reporting unit was above its fair value, which resulted in a pretax noncash goodwill impairment of $15.3 million. This charge is reflected in Impairment of goodwill in the Consolidated Statements of Income (Loss).
The WACC is calculated based on a proportionate weighting of the cost of debt and equity. The cost of equity is based on a capital asset pricing model and includes a company-specific risk premium to capture the perceived risks and uncertainties associated with the reporting unit’s projected cash flows.
The WACC is calculated based on a proportionate weighting of the cost of debt and equity. The cost of equity is based on a capital asset pricing model and includes a company-specific risk premium to capture the perceived risks and uncertainties associated with the reporting unit’s projected cash flows.
When indicators of impairment are present, we test definite lived and long-lived assets for recoverability by comparing the carrying value of an asset group to an estimate of the future undiscounted cash flows expected to result from the use and eventual disposition of the asset group.
When indicators of impairment are present, we test definite lived and long-lived assets for recoverability by comparing the carrying value of an asset group to an estimate of the future undiscounted cash flows expected to result from the use and eventual disposition of the asset group.
We considered the lower-than-expected revenue and forecasted operating cash flows over a sustained period of time, and downward revisions to our cash flow forecasts for this reporting unit to be indicators of impairment for their long-lived assets.
We considered the lower-than-expected revenue and forecasted operating cash flows over a sustained period of time, and downward revisions to our cash flow forecasts for this reporting unit to be indicators of impairment for their long-lived assets.
This charge is reflected in Impairment of goodwill in the Consolidated Statements of (Loss) Income.
This charge is reflected in Impairment of goodwill in the Consolidated Statements of Income (Loss).
Foreign Exchange Transaction (Losses) Gains: Foreign exchange transaction losses were $(3.0) million for the year ended April 30, 2024, and were primarily due to losses on our foreign currency denominated third-party receivable and payable balances and, to a lesser extent, losses on our intercompany accounts receivable and payable balances due to the impact of the change in average foreign exchange rates as compared to the US dollar.
Foreign exchange transaction losses were $(3.0) million for the year ended April 30, 2024, and were primarily due to losses on our foreign currency denominated third-party receivable and payable balances and, to a lesser extent, losses on our intercompany accounts receivable and payable balances due to the impact of the change in average foreign exchange rates as compared to the US dollar.
Goodwill Impairment After Realignment After the realignment, we concluded that the fair value of the Academic, Professional, and Wiley Edge reporting units were above their carrying values. Therefore, there was no indication of impairment. As noted above, the goodwill of the University Services reporting unit was zero and no further testing of goodwill for impairment was required.
Goodwill Impairment After Realignment After the realignment, we concluded that the fair value of the Academic, Professional, and Wiley Edge reporting units was above their carrying values. Therefore, there was no indication of impairment. As noted above, the goodwill of the University Services reporting unit was zero and no further testing of goodwill for impairment was required.
CrossKnowledge was adversely impacted by a decline in the demand for its offerings, which have resulted in lower sales and a decline in average contract value, that adversely impacted forecasted revenue growth and operating cash flows.
CrossKnowledge was adversely impacted by a decline in the demand for its offerings, which resulted in lower sales and a decline in average contract value that adversely impacted forecasted revenue growth and operating cash flows.
Due to losses in the US resulting from impairments, restructuring, and acceleration of amortization expense on capitalized software, we concluded it was more-likely-than-not that all or a portion of our deferred tax asset may not be realized. As a result, we recorded a valuation allowance of $30.2 million.
Due to losses in the US resulting from impairments, restructuring, and acceleration of amortization expense on capitalized software, we concluded it was more-likely-than-not that all or a portion of our deferred tax asset may not be realized. As a result, we established a valuation allowance of $30.2 million.
University Services was adversely impacted by market conditions and headwinds for online degree programs, which lead to a decline in projected enrollments from existing partners, pricing pressures and revenue share concessions, and a decline in new partner additions over both the short-term and long-term which adversely impacted forecasted revenue growth and operating cash flows.
University Services was adversely impacted by market conditions and headwinds for online degree programs, which led to a decline in projected enrollments from existing partners, pricing pressures and revenue share concessions, and a decline in new partner additions over both the short-term and long-term which adversely impacted forecasted revenue growth and operating cash flows.
Our Amended and Restated CA contains certain restrictive covenants related to our consolidated leverage ratio and interest coverage ratio, which we were in compliance with as of April 30, 2024.
Our Amended and Restated CA contains certain restrictive covenants related to our consolidated leverage ratio and interest coverage ratio, which we were in compliance with as of April 30, 2025.
We intend to repatriate earnings from our non-US subsidiaries, and to the extent we repatriate these funds to the US, we will be required to pay income taxes in various US state and local jurisdictions and applicable non-US withholding or similar taxes in the periods in which such repatriation occurs.
We intend to repatriate earnings from our non-US subsidiaries, and to the extent we repatriate these funds to the US, we may be required to pay taxes in various US state and local jurisdictions and withholding or similar taxes in applicable non-US jurisdictions in the periods in which such repatriation occurs.
We estimated the fair value of the reporting unit based on the terms and conditions in the Purchase Agreement which reflected a selling price that included $10.0 million in cash, $18.3 million in the form of a loan, a fair value estimate for an earnout, and an estimate for a working capital adjustment.
We estimated the fair value of the reporting unit based on the terms and conditions in the Edge Agreement at that time which reflected a selling price that included $10.0 million in cash, $18.3 million in the form of a loan, a fair value estimate for an earnout, and an estimate for a working capital adjustment.
Beyond the forecasted period, a terminal value was determined using a perpetuity growth rate of 2.0% to reflect our estimate of stable and perpetual growth. • Discount rate based on the weighted average cost of capital (WACC) – the WACC is the rate used to discount the reporting unit’s estimated future cash flows.
Beyond the forecasted period, a terminal value was determined using a perpetuity growth rate of 2.0% to reflect our estimate of stable and perpetual growth. • Discount rate based on the WACC – the WACC is the rate used to discount the reporting unit’s estimated future cash flows.
Any impairment charges that we may take in the future could be material to our consolidated results of operations and financial condition. Fiscal Year 2024 and 2023 Annual Goodwill Impairment Test As of February 1, 2024, we completed a qualitative assessment for our annual goodwill impairment test for our reporting units within Research and Learning segments.
Any impairment charges that we may take in the future could be material to our consolidated results of operations and financial condition. 47 I ndex Fiscal Year 2025 and 2024 Annual Goodwill Impairment Test As of February 1, 2025 and 2024, we completed a qualitative assessment for our annual goodwill impairment test for our reporting units within Research and Learning segments.
Based on the results of the recoverability test, we determined that the undiscounted cash flows of the asset group of the CrossKnowledge reporting unit exceeded the carrying value. Therefore, there was no impairment.
Based on the results of the recoverability test, we determined that the undiscounted cash flows of the asset group of the Wiley Edge reporting unit exceeded the carrying value. Therefore, there was no impairment.
We concluded that the fair value of the Wiley Edge reporting unit was below its carrying value, which resulted in a pretax noncash goodwill impairment of $81.7 million in the three months ended January 31, 2024.
We concluded that the fair value of the Wiley Edge reporting unit was below its carrying value, which resulted in a pretax noncash goodwill impairment of $81.7 million in the three months ended January 31, 2024. Such impairment reduced the goodwill of the Wiley Edge reporting unit to zero.
As a result of signing the Purchase Agreement with Inspirit and the decrease in the fair value of the business which was impacted by a decline in placements in the third quarter of fiscal year 2024, we tested the goodwill of the Wiley Edge reporting unit within the Held for Sale or Sold segment for impairment.
As a result of signing the agreement to sell Wiley Edge and the decrease in the fair value of the business which was impacted by a decline in placements in the third quarter of fiscal year 2024, we tested the goodwill of the Wiley Edge reporting unit within the Held for Sale or Sold segment for impairment.
A one percent change in the estimated sales return rate could affect net income by approximately $1.7 million. A change in the pattern or trends in returns could also affect the estimated allowance.
A one percent change in the estimated sales return rate could affect net income by approximately $2.2 million. A change in the pattern or trends in returns could also affect the estimated allowance.
Current liabilities as of April 30, 2024 and as of April 30, 2023 include contract liabilities of $483.8 million and $504.7 million, respectively, primarily related to deferred subscription revenue for which cash was collected in advance.
Current liabilities as of April 30, 2025, and as of April 30, 2024 include contract liabilities of $462.7 million and $483.8 million, respectively, primarily related to deferred subscription revenue for which cash was collected in advance.
Fiscal Year 2023 Due to the segment realignment in the third quarter of fiscal year 2023, we were required to test goodwill for impairment immediately before and after our segment realignment in accordance with applicable accounting standards.
Due to the segment realignment in the first quarter of fiscal year 2024, we were required to test goodwill for impairment immediately before and after our segment realignment in accordance with applicable accounting standards.
Foreign exchange transaction losses were $(3.2) million for the year ended April 30, 2022, and were primarily due to losses on our foreign currency denominated third-party and, to a lesser extent, intercompany accounts receivable and payable balances due to the impact of the change in average foreign exchange rates as compared to the US dollar.
Foreign Exchange Transaction (Losses): Foreign exchange transaction losses were $(8.1) million for the year ended April 30, 2025, and were primarily due to losses on our intercompany accounts receivable and payable balances and, to a lesser extent, losses on our foreign currency denominated third-party receivable and payable balances due to the impact of the change in average foreign exchange rates as compared to the US dollar.
The Amended and Restated CA provided for senior unsecured credit facilities comprised of the following (i) a five-year revolving credit facility in an aggregate principal amount up to $1.115 billion, (ii) a five-year term loan A facility consisting of $200 million, and (iii) $185 million aggregate principal amount revolving credit facility through May 2024.
The Amended and Restated CA provided for senior unsecured credit facilities comprised of the following (i) a five-year revolving credit facility in an aggregate principal amount up to $1.115 billion which matures November 2027, (ii) a five-year term loan A facility consisting of $200 million which matures November 2027, and (iii) $185 million aggregate principal amount revolving credit facility which matured in May 2024.
Based on the results of the recoverability test, we determined that the undiscounted cash flows of the asset group of the Wiley Edge reporting unit exceeded the carrying value.
Based on the results of the recoverability test, we determined that the undiscounted cash flows of the asset group of the CrossKnowledge reporting unit exceeded the carrying value.
Accordingly, as of April 30, 2024, we have recorded an approximately $3.1 million deferred tax liability related to the estimated taxes that would be incurred upon repatriating certain non-US earnings to the US. On November 30, 2022, we entered into the second amendment to the Third Amended and Restated Credit Agreement (collectively, the Amended and Restated CA).
Accordingly, as of April 30, 2025, we have recorded a deferred tax liability of approximately $2.2 million related to the estimated taxes that would be incurred upon repatriating certain non-US earnings to the US. On November 30, 2022, we entered into the second amendment to the Third Amended and Restated Credit Agreement (collectively, the Amended and Restated CA).
The WACC applied to the University Services reporting unit was 17%. • Valuation Multiples – for the Guideline Public Company Method, we applied relevant current and forward 12-month EBITDA multiples based on an evaluation of multiples of publicly-traded companies with similarities to the University Services reporting unit. The multiples applied ranged from 4.5x to 6.0x EBITDA.
The WACC applied to the University Services reporting unit was 17%. • Valuation Multiples – for the Guideline Public Company Method, we applied relevant current and forward 12-month EBITDA multiples based on an evaluation of multiples of publicly-traded companies with similarities to the University Services reporting unit.
After the realignment, we concluded that the fair value of the CrossKnowledge reporting unit within the Held for Sale or Sold segment was below its carrying value, which resulted in a pretax noncash goodwill impairment of $15.3 million.
Such impairment reduced the goodwill of the University Services reporting unit to zero. After the realignment, we concluded that the fair value of the CrossKnowledge reporting unit within the Held for Sale or Sold segment was below its carrying value, which resulted in a pretax noncash goodwill impairment of $15.3 million.
See Note 11 , “Goodwill and Intangible Assets ” for details on these charges. Restructuring and Related Charges: We recorded restructuring and related charges in the years ended April 30, 2024 and 2023 of $63.0 million and $49.4 million , respectively. T hese charges are reflected in the Restructuring and related charges (credits) in the Consolidated Statements of (Loss) Income.
See Note 11 , “Goodwill and Intangible Assets ” for details on these charges. Restructuring and Related Charges: We recorded restructuring and related charges in the years ended April 30, 2025 and 2024 of $25.6 million and $63.0 million , respectively. T hese charges are reflected in the Restructuring and related charges in the Consolidated Statements of Income (Loss).
Dividends and Share Repurchases In the years ended April 30, 2024, 2023, and 2022 , our quarterly dividend to shareholders was $1.40, $1.39 and $1.38 per share annualized, respectively. During the year ended April 30, 2020, our Board of Directors approved an additional share repurchase program of $200 million of Class A or B Common Stock.
In the years ended April 30, 2025 and 2024 , our quarterly dividend to shareholders was $1.41 and $1.40 per share annualized, respectively. During the year ended April 30, 2020, our Board of Directors approved an additional share repurchase program of $200 million of Class A or B Common Stock.
Business Optimization Program For the years ended April 30, 2024 and 2023 , we recorded pretax restructuring charges of $1.4 million and $0.5 million, respectively, related to this program. See Note 7 , “Restructuring and Related Charges (Credits)” for more details on these charges.
Business Optimization Program For the years ended April 30, 2025 and 2024 , we recorded pretax restructuring credits of $(3.8) million and charges of $1.4 million , respectively, related to this program. See Note 7 , “Restructuring and Related Charges” for more details on these credits and charges.
Overview Wiley is one of the world’s largest publishers and a global leader in research and learning. The Company ’ s content, services, platforms, and knowledge networks are tailored to meet the evolving needs of its customers and partners, including researchers, students, instructors, professionals, institutions, and corporations. Wiley empowers knowledge seekers to transform today’s biggest obstacles into tomorrow’s brightest opportunities.
Overview Wiley is one of the world’s largest publishers and a global leader in research and learning. The Company ’ s content, services, platforms, and knowledge networks are tailored to meet the evolving needs of its customers and partners, including researchers, students, instructors, professionals, institutions, and corporations.
The amount of the pretax and the related income tax impact for the adjustments included in the table below are presented in the section above, “Provision for Income Taxes.” Year Ended April 30, 2024 2023 US GAAP (Loss) Earnings Per Share $ (3.65) $ 0.31 Adjustments: Impairment of goodwill 1.90 1.77 Legal settlement — 0.05 Pension income related to the wind up of the Russia plan — (0.02) Restructuring and related charges 0.85 0.66 Foreign exchange losses on intercompany transactions, including the write off of certain cumulative translation adjustments 0.02 0.01 Amortization of acquired intangible assets 0.68 1.21 Losses (gains) on sale of businesses and certain assets and impairment charges related to assets held-for-sale 2.81 (0.11) Held for Sale or Sold segment Adjusted Net Income (1) (0.42) (0.36) Income tax adjustments 0.54 (0.04) EPS impact of using weighted-average dilutive shares for adjusted EPS calculation (2) 0.05 — Non-GAAP Adjusted EPS $ 2.78 $ 3.48 (1) Our Adjusted EPS excludes the Adjusted Net Income of our Held for Sale or Sold segment.
The amount of the pretax and the related income tax impact for the adjustments included in the table below are presented in the section above, “Provision for Income Taxes.” Year Ended April 30, 2025 2024 US GAAP Earnings (Loss) Per Share $ 1.53 $ (3.65) Adjustments: Impairment of goodwill — 1.90 Restructuring and related charges 0.36 0.85 Foreign exchange losses on intercompany transactions, including the write off of certain cumulative translation adjustments 0.08 0.02 Amortization of acquired intangible assets 0.76 0.68 Net loss on sale of businesses, assets, and impairment charges related to assets held-for-sale 0.38 2.81 Held for Sale or Sold segment Adjusted Net Loss (Income) (1) 0.05 (0.42) Income tax adjustments 0.48 0.54 EPS impact of using weighted-average dilutive shares for adjusted EPS calculation (2) — 0.05 Non-GAAP Adjusted EPS $ 3.64 $ 2.78 (1) Our Adjusted EPS excludes the Adjusted Net Loss (Income) of our Held for Sale or Sold segment.
Therefore, there was no indication of impairment. The carrying value of the University Services reporting unit was above its fair value which resulted in a pretax noncash goodwill impairment of $11.4 million. Such impairment reduced the goodwill of the University Services reporting unit to zero.
Therefore, there was no indication of impairment. The carrying value of the University Services reporting unit was above its fair value which resulted in a pretax noncash goodwill impairment of $11.4 million. Such impairment reduced the goodwill of the University Services reporting unit to zero. This charge is reflected in Impairment of goodwill in the Consolidated Statements of Income (Loss).
Therefore, there was no impairment. 62 Index Fiscal Year 2024 and 2023 Annual Indefinite-lived Intangible Impairment Test We also review our indefinite-lived intangible assets for impairment annually, which consists of brands and trademarks and certain acquired publishing rights. For fiscal year 2024 and 2023 , we performed a qualitative assessment for our annual indefinite-lived intangible assets impairment test.
Fiscal Year 2025 and 2024 Annual Indefinite-lived Intangible Impairment Test We also review our indefinite-lived intangible assets for impairment annually, which consists of brands and trademarks and certain acquired publishing rights. For fiscal year 2025 and 2024 , we performed a qualitative assessment for our annual indefinite-lived intangible assets impairment test.
The accounting for benefit plans is highly dependent on assumptions concerning the outcome of future events and circumstances, including discount rates, long-term return rates on pension plan assets, healthcare cost trends, compensation increases, and other factors. In determining such assumptions, we consult with outside actuaries and other advisors.
The accounting for benefit plans is highly dependent on assumptions concerning the outcome of future events and circumstances, including discount rates, long-term return rates on pension plan assets, healthcare cost trends, compensation increases, and other factors.
Our annual impairment assessment date is February 1. A review of goodwill may be initiated before or after conducting the annual analysis if events or changes in circumstances indicate the carrying value of goodwill may no longer be recoverable.
A review of goodwill may be initiated before or after conducting the annual analysis if events or changes in circumstances indicate the carrying value of goodwill may no longer be recoverable.
Operating cash flow provides the primary source of cash to fund operating needs and capital expenditures. Excess operating cash is used to fund shareholder dividends. Other discretionary uses of cash flow include share repurchases and acquisitions to complement our portfolio of businesses. As necessary, we may supplement operating cash flow with debt to fund these activities.
Excess operating cash is used to fund shareholder dividends and share repurchases. Other discretionary uses of cash flow include investments and acquisitions to complement and grow our portfolio of businesses. As necessary, we may supplement operating cash flow with debt to fund these activities.
Fiscal Year 2024 Segment Realignment Goodwill Impairment Test In the first quarter of fiscal year 2024, we began to operate under a new organizational structure, which resulted in a change in our composition of our reportable segments, which resulted in a change in our reporting units. See Note 20 , “Segment Information,” for more details.
Fiscal Year 2024 Segment Realignment Goodwill Impairment Test In the first quarter of fiscal year 2024, we began to operate under a new organizational structure, which resulted in a change in our composition of our reportable segments, which resulted in a change in our reporting units.
A hypothetical one percent increase in the discount rate would increase net income and decrease the accrued pension liability by approximately $1.0 million and $66.2 million, respectively. A one percent decrease in the discount rate would decrease net income and increase the accrued pension liability by approximately $0.6 million and $76.8 million, respectively.
A hypothetical one percent increase in the discount rate would increase net income and decrease the accrued pension liability by approximately $1.0 million and $63.4 million, respectively. A one percent decrease in the discount rate would decrease net income and increase the accrued pension liability by approximately $0.6 million and $73.0 million, respectively.
Interest Expense: Interest expense for the year ended April 30, 2024, was $49.0 million compared with the prior year of $37.7 million. This increase was primarily due to a higher weighted average effective interest rate.
Interest Expense: Interest expense for the year ended April 30, 2025, was $52.5 million compared with the prior year of $49.0 million. This increase was primarily due to a higher weighted average effective interest rate on borrowings.
Net cash provided by operating activities – Year ended April 30, 2023 $ 277.1 Net loss adjusted for items to reconcile net loss to net cash provided by operating activities, which would include such noncash items as depreciation and amortization, impairment of goodwill, losses on sale of businesses and impairment charges related to assets held-for-sale, restructuring charges, and the change in deferred taxes (40.7) Working capital changes: Accounts receivable, net and contract liabilities (13.6) Accounts payable and accrued royalties (61.4) Changes in other assets and liabilities 46.2 Net cash provided by operating activities – Year ended April 30, 2024 $ 207.6 The unfavorable change in accounts receivable, net and contract liabilities, was primarily due to the timing of collections and billings with customers.
Net cash provided by operating activities – Year ended April 30, 2024 $ 207.6 Net income adjusted for items to reconcile net income to net cash provided by operating activities, which would include such noncash items as depreciation and amortization, net losses on sale of businesses, assets, and impairment charges related to assets held-for-sale, restructuring charges, and the change in deferred taxes (18.7) Working capital changes: Accounts receivable, net and contract liabilities 11.3 Accounts payable and accrued royalties 46.6 Changes in other assets and liabilities (44.2) Net cash provided by operating activities – Year ended April 30, 2025 $ 202.6 The favorable change in accounts receivable, net and contract liabilities, was primarily due to the timing of collections and billings to customers.
Adjusted EBITDA: On a constant currency basis, Adjusted EBITDA decreased 6% as compared with the prior year.
Adjusted EBITDA: On a constant currency basis, Adjusted EBITDA increased 5% as compared with the prior year.
Adjusted OI on a constant currency basis decreased 8% as compared with the prior year primarily due to lower Adjusted Revenue and, to a lesser extent, higher operating and administrative expenses , partially offset by lower cost of sales. Adjusted EBITDA on a constant currency basis, decreased 3% as compared with the prior year primarily due to lower Adjusted Revenue.
The increase in Adjusted OI was primarily due to an increase in Adjusted Revenue and, to a lesser extent, lower operating and administrative expenses. Adjusted EBITDA on a constant currency basis increased 8% as compared with the prior year primarily due to an increase in Adjusted Revenue, partially offset by higher operating and administrative expenses.
Below is a reconciliation of our US GAAP EPS to Non-GAAP Adjusted EPS.
Below is a reconciliation of our US GAAP Earnings (Loss) Per Share to Non-GAAP Adjusted EPS.
A one percent change in the expected long-term rate of return would affect net income by approximately $3.8 million. 63 Index
A one percent change in the expected long-term rate of return would affect net income by approximately $3.7 million. 51 I ndex
See the “Segment Operating Results” below for additional details on each segment’s revenue and Adjusted EBITDA performance . Cost of Sales: Cost of sales for the year ended April 30, 2023 of $692.5 million decreased $8.1 million, or 1% as compared with the prior year.
See the “Segment Operating Results” below for additional details on each segment’s revenue and Adjusted EBITDA performance . Cost of Sales: Cost of sales for the year ended April 30, 2025, of $431.4 million, decreased $148.3 million, or 26% as compared with the prior year.
We will focus on our strongest and most profitable businesses and large market opportunities in Research and Learning, as well as streamline our organization and rightsize our cost structure to reflect these portfolio actions. As part of the Global Restructuring Program, we are further reducing our real estate square footage occupancy by approximately 13%.
We will focus on our strongest and most profitable businesses and large market opportunities in Research and Learning, as well as streamline our organization and rightsize our cost structure to reflect these portfolio actions. Under this program, we reduced our real estate square footage occupancy by approximately 35%.
On a constant currency basis, cost of sales decreased 17% as compared with the prior year. This was primarily due to lower marketing and employee costs for the University Services business and, to a lesser extent, lower employee costs related to the Wiley Edge business.
On a constant currency basis, cost of sales decreased 26% as compared with the prior year primarily due to the prior year including employee and marketing costs related to the University Services business which was sold on January 1, 2024 and, to a lesser extent, lower employee costs related to the Wiley Edge business which was sold on May 31, 2024.
As of April 30, 2024, we had approximately $774.6 million of debt outstanding, net of unamortized issuance costs of $0.6 million, and approximately $718.3 million of unused borrowing capacity under our Amended and Restated CA and other facilities.
As of April 30, 2025, we had approximately $799.4 million of debt outstanding, net of unamortized issuance costs of $0.4 million, and approximately $500.7 million of unused borrowing capacity under our Amended and Restated CA and other facilities.
For the impact of our restructuring programs on diluted (loss) earnings per share, see the section below, “Diluted (Loss) Earnings per Share (EPS).” 33 Index Amortization of Intangible Assets: Amortization of intangible assets was $56.0 million for the year ended April 30, 2024, a decrease of $28.9 million , or 34% as compared with the prior year.
For the impact of our restructuring programs on diluted earnings (loss) per share, see the section below, “Diluted Earnings (Loss) per Share (EPS).” Amortization of Intangible Assets: Amortization of intangible assets was $51.8 million for the year ended April 30, 2025, a decrease of $4.2 million , or 7% as compared with the prior year.
Prior to performing the goodwill impairment test for University Services, we also evaluated the recoverability of long-lived assets of the reporting unit. The carrying value of the long-lived assets that were tested for impairment was approximately $231.0 million.
The multiples applied ranged from 4.5x to 6.0x EBITDA. 48 I ndex Prior to performing the goodwill impairment test for University Services, we also evaluated the recoverability of long-lived assets of the reporting unit. The carrying value of the long-lived assets that were tested for impairment was approximately $231.0 million.
Adjusted Revenue Below is a reconciliation of our consolidated US GAAP Revenue to Non-GAAP Adjusted Revenue: Year Ended April 30, 2024 2023 US GAAP Revenue, net $ 1,872,987 $ 2,019,900 Less: Held for Sale or Sold Segment (1) (255,543) (393,194) Non-GAAP Adjusted Revenue, net $ 1,617,444 $ 1,626,706 (1) Our Adjusted Revenue, net excludes the impact of our Held for Sale or Sold segment revenue.
Adjusted Revenue Below is a reconciliation of our consolidated US GAAP Revenue, net to Non-GAAP Adjusted Revenue, net: Year Ended April 30, 2025 2024 US GAAP Revenue, net $ 1,677,609 $ 1,872,987 Less: Held for Sale or Sold Segment (1) (17,382) (255,543) Non-GAAP Adjusted Revenue, net $ 1,660,227 $ 1,617,444 (1) Our Adjusted Revenue net excludes the impact of our Held for Sale or Sold segment revenue.
Wiley Edge Fiscal Year 2024 Interim Impairment Test As a result of signing the Purchase Agreement with Inspirit and the decrease in the fair value of the Business which was impacted by a decline in placements in the third quarter of fiscal year 2024, we tested the goodwill of the Wiley Edge reporting unit for impairment.
Therefore, there was no impairment. 49 I ndex Wiley Edge Fiscal Year 2024 Interim Impairment Test As a result of signing the stock and asset purchase agreement (Edge Agreement) with Inspirit Vulcan Bidco Limited, a private limited company incorporated in England & Wales (Inspirit) and the decrease in the fair value of the business which was impacted by a decline in placements in the third quarter of fiscal year 2024, we tested the goodwill of the Wiley Edge reporting unit for impairment.
As such, it was not necessary to perform a quantitative test. There have been no significant events or circumstances affecting the valuation of goodwill subsequent to the qualitative assessment performed as of February 1, 2024. As of February 1, 2023, we completed a quantitative assessment for our annual goodwill impairment test for our University Services reporting unit.
As such, it was not necessary to perform a quantitative test. There have been no significant events or circumstances affecting the valuation of goodwill subsequent to the qualitative assessment performed as of February 1, 2025.
The discount rates for the US, Canada, and UK pension plans are based on the derivation of a single-equivalent discount rate using a standard spot rate curve and the timing of expected benefit payments as of the balance sheet date.
In determining such assumptions, we consult with outside actuaries and other advisors. 50 I ndex The discount rates for the US, Canada, and UK pension plans are based on the derivation of a single-equivalent discount rate using a standard spot rate curve and the timing of expected benefit payments as of the balance sheet date.
We derive an estimate of fair values for each of our reporting units using a combination of an income approach and a market approach. Absent an indication of fair value from a potential buyer or similar specific transactions, we believe that the use of these methods provides a reasonable estimate of a reporting unit’s fair value.
Absent an indication of fair value from a potential buyer or similar specific transactions, we believe that the use of these methods provides a reasonable estimate of a reporting unit’s fair value.
Other (Expense) Income, Net: Other (expense), net was $(4.0) million for the year ended April 30, 2024 compared with the prior year Other income, net of $3.9 million, a decrease of $7.9 million.
Other Income (Expense), Net: Other income, net was $5.5 million for the year ended April 30, 2025 compared with the prior year Other (expense), net of $(4.0) million, an increase of $9.5 million.
In fiscal year 2023, due to the closure of our operations in Russia, our Russian entity was deemed substantially liquidated. As a result, cumulative translation adjustments associated with that entity were recognized. In the year ended April 30, 2024, we wrote off an additional net $1.0 million in cumulative translation adjustments from our Russian entity.
In fiscal year 2023, due to the closure of our operations in Russia, our Russian entity was deemed substantially liquidated. As a result, cumulative translation adjustments associated with that entity were recognized.
If the fair value of the reporting unit exceeded its carrying value, there would be no indication of impairment. If the fair value of the reporting unit were less than the carrying value, an impairment charge would be recognized for the difference.
If the fair value of the reporting unit exceeded its carrying value, there would be no indication of impairment.
In the three months ended July 31, 2023, we expanded the scope of the program to include those actions that will focus Wiley on its leading global position in the development and application of new knowledge and drive greater profitability, growth, and cash flow.
Global Restructuring Program Beginning in fiscal year 2023, the Company initiated the Global Restructuring Program which was expanded in fiscal year 2024 to include those actions that will focus Wiley on its leading global position in the development and application of new knowledge and drive greater profitability, growth, and cash flow.
The decrease in the Non-GAAP Adjusted Effective Tax Rate before these items was primarily due to a more favorable mix of earnings by jurisdiction for the year ended April 30, 2023. 48 Index Diluted Earnings Per Share (EPS): Diluted earnings per share for the year ended April 30, 2023, was $0.31 per share compared to $2.62 per share in the prior year.
The decrease in the Non-GAAP Adjusted Effective Tax Rate before these items was primarily due to the mix of earnings by jurisdiction for the year ended April 30, 2025. 36 I ndex Diluted Earnings (Loss) Per Share (EPS): EPS for the year ended April 30, 2025, was $1.53 per share compared to a loss of $(3.65) per share in the prior year.
On a constant currency basis, operating income decreased 7% as compared with the prior year. The decrease was primarily due to a decrease in revenue, partially offset by lower costs of sales and, to a lesser extent, lower operating and administrative expenses, and a decrease in the amortization of intangible assets.
The increase was primarily due to lower costs of sales, and the $108.4 million impairment of goodwill in the prior year and, to a lesser extent, lower operating and administrative expenses, and restructuring charges, partially offset by a decrease in revenue. Adjusted OI on a constant currency basis increased 29% as compared with the prior year.
Set forth below is a discussion of our more critical accounting policies and methods. Revenue Recognition: In Part II, Item 8, “Financial Statements and Supplementary Data,” see Note 3 , “Revenue Recognition, Contracts with Customers,” of the Notes to Consolidated Financial Statements for details of our revenue recognition policy.
Revenue Recognition: In Part II, Item 8, “Financial Statements and Supplementary Data,” see Note 2 , “Summary of Significant Accounting Policies, Recently Issued, and Recently Adopted Accounting Standards” in the section "Summary of Significant Accounting Policies”, and see Note 3 , “Revenue Recognition, Contracts with Customers,” of the Notes to Consolidated Financial Statements for details of our revenue recognition policy.
To mitigate the risk of uninsured balances, we select financial institutions based on their credit ratings and financial strength, and we perform ongoing evaluations of these institutions to limit our concentration risk exposure to any financial institution.
To mitigate the risk of uninsured balances, we select financial institutions based on their credit ratings and financial strength, and we perform ongoing evaluations of these institutions to limit our concentration risk exposure to any financial institution. As of April 30, 2025, we had cash and cash equivalents of $85.9 million, of which approximately all was located outside the US.
As of April 30, 2024, we had authorization from our Board of Directors to purchase up to $117.4 million that was remaining under this program.
As of April 30, 2025, we had authorization from our Board of Directors to purchase up to $57.4 million that was remaining under this program. During the years ended April 30, 2025 and 2024, we purchased $60.0 million and $45.1 million, respectively, under this program.
(2) Interest on debt includes the effect of our interest rate swap agreements and the estimated future interest payments on our unhedged variable rate debt, assuming that the interest rates as of April 30, 2024 remain constant until the maturity of the debt. 53 Index Analysis of Historical Cash Flow The following table shows the changes in our Consolidated Statements of Cash Flows: Years Ended April 30, 2024 2023 2022 Net cash provided by operating activities $ 207,638 $ 277,071 $ 339,100 Net cash used in investing activities (106,643) (98,398) (194,024) Net cash used in financing activities (107,221) (168,568) (131,638) Effect of foreign currency exchange rate changes on cash, cash equivalents, and restricted cash $ (1,493) $ (3,570) $ (7,070) Cash flow from operations is seasonally a use of cash in the first half of Wiley’s fiscal year principally due to the timing of collections for annual journal subscriptions, which typically occurs in the beginning of the second half of our fiscal year.
Analysis of Historical Cash Flow The following table shows the changes in our Consolidated Statements of Cash Flows: Years Ended April 30, 2025 2024 Net cash provided by operating activities $ 202,591 $ 207,638 Net cash used in investing activities (94,018) (106,643) Net cash used in financing activities (125,330) (107,221) Effect of foreign currency exchange rate changes on cash, cash equivalents, and restricted cash $ 3,146 $ (1,493) Cash flow from operations is seasonally a use of cash in the first half of Wiley’s fiscal year principally due to the timing of collections for annual Journal Subscriptions and Transformational Agreements, which typically occurs in the beginning of the second half of our fiscal year.
Revenue: Revenue for the year ended April 30, 2024 decreased $146.9 million, or 7%, as compared with the prior year. On a constant currency basis, revenue decreased 8% as compared with the prior year. Excluding the revenues from the Held for Sale or Sold segment, Adjusted Revenue decreased 1% on a constant currency basis.
On a constant currency basis, revenue decreased 10% as compared with the prior year. Excluding the revenues from the Held for Sale or Sold segment, Adjusted Revenue increased 3% on a constant currency basis. AI license revenue was $40 million in the year ended April 30, 2025 compared to $23 million in the prior year.
See Note 7 , “Restructuring and Related Charges (Credits)” for more details on these charges. Business Optimization Program For the years ended April 30, 2023 and 2022, we recorded pretax restructuring charges of $0.5 million and credits of $(1.4) million, respectively, related to this program.
For the years ended April 30, 2025 and 2024 , we recorded pretax restructuring charges of $29.4 million and $61.6 million, respectively, related to this program. 31 I ndex See Note 7 , “Restructuring and Related Charges” for more details on these charges.
Free Cash Flow Less Product Development Spending: Years Ended April 30, 2024 2023 2022 Net cash provided by operating activities $ 207,638 $ 277,071 $ 339,100 Less: Additions to technology, property and equipment (76,080) (81,155) (88,843) Less: Product development spending (17,262) (22,958) (27,015) Free cash flow less product development spending $ 114,296 $ 172,958 $ 223,242 Net Cash Provided By Operating Activities 2024 Compared to 2023 The following is a summary of the $69.5 million change in Net cash provided by operating activities for the year ended April 30, 2024, as compared with the year ended April 30, 2023 (amounts in millions).
Free Cash Flow Less Product Development Spending: Years Ended April 30, 2025 2024 Net cash provided by operating activities $ 202,591 $ 207,638 Less: Additions to technology, property and equipment (61,473) (76,080) Less: Product development spending (15,228) (17,262) Free cash flow less product development spending $ 125,890 $ 114,296 42 I ndex Net Cash Provided By Operating Activities 2025 Compared to 2024 The following is a summary of the $5.0 million change in Net cash provided by operating activities for the year ended April 30, 2025, as compared with the year ended April 30, 2024 (amounts in millions).
This was primarily due to lower employee related costs, including lower annual incentive compensation for fiscal year 2023. 52 Index LIQUIDITY AND CAPITAL RESOURCES: Principal Sources of Liquidity We believe that our operating cash flow, together with our revolving credit facilities and other available debt financing, will be adequate to meet our operating, investing, and financing needs in the next twelve months.
LIQUIDITY AND CAPITAL RESOURCES: Principal Sources of Liquidity We believe that our operating cash flow, together with our revolving credit facilities and other available debt financing, will be adequate to meet our operating, investing, and financing needs in the next twelve months. Operating cash flow provides the primary source of cash to fund operating needs and capital expenditures.
The disposal group that is classified as held-for-sale is initially measured at the lower of its carrying value or fair value less any costs to sell.
Assets must be actively marketed at a reasonable price, and the plan should indicate completion is likely without significant changes. The disposal group that is classified as held-for-sale is initially measured at the lower of its carrying value or fair value less any costs to sell.
Net Cash Used In Financing Activities 2024 Compared to 2023 Net cash used in financing activities in the year ended April 30, 2024 was $107.2 million compared to $168.6 million in the year ended April 30, 2023.
Net Cash Used In Investing Activities 2025 Compared to 2024 Net cash used in investing activities in the year ended April 30, 2025, was $94.0 million compared to $106.6 million in the prior year.
Provision for Income Taxes: Below is a reconciliation of our US GAAP (Loss) Income Before Taxes to Non-GAAP Adjusted Income Before Taxes: Year Ended April 30, 2024 2023 US GAAP (Loss) Income Before Taxes $ (187,047) $ 33,100 Pretax Impact of Adjustments: Impairment of goodwill 108,449 99,800 Legal settlement — 3,671 Pension income related to the wind up of the Russia plan — (1,750) Restructuring and related charges 63,041 49,389 Foreign exchange losses on intercompany transactions, including the write off of certain cumulative translation adjustments 1,903 457 Amortization of acquired intangible assets 57,874 89,177 Losses (gains) on sale of businesses and certain assets and impairment charges related to assets held-for-sale 183,389 (10,177) Held for Sale or Sold segment Adjusted Income Before Taxes (1) (30,661) (26,094) Non-GAAP Adjusted Income Before Taxes $ 196,948 $ 237,573 (1) Our Adjusted Income Before Taxes excludes the Adjusted Income Before Taxes of our Held for Sale or Sold segment. 36 Index Below is a reconciliation of our 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: Year Ended April 30, 2024 2023 US GAAP Income Tax Provision $ 13,272 $ 15,867 Income Tax Impact of Adjustments (1) : Impairment of goodwill 2,953 — Legal settlement — 716 Pension income related to the wind up of the Russia plan — (437) Restructuring and related charges 15,662 12,151 Foreign exchange losses on intercompany transactions, including the write off of certain cumulative translation adjustments 582 132 Amortization of acquired intangible assets 20,127 20,183 Losses (gains) on sale of businesses and certain assets and impairment charges related to assets held-for-sale 26,908 (3,860) Held for Sale or Sold segment Adjusted Tax Provision (2) (7,140) (5,533) Income Tax Adjustments Impact of increase in UK statutory rate on deferred tax balances (3) — 2,370 Impact of valuation allowance (4) (30,249) — Non-GAAP Adjusted Income Tax Provision $ 42,115 $ 41,589 US GAAP Effective Tax Rate (7.1) % 47.9 % Non-GAAP Adjusted Effective Tax Rate 21.4 % 17.5 % (1) For the years ended April 30, 2024 and 2023 , substantially all of the tax impact was from deferred taxes.
Provision for Income Taxes: Below is a reconciliation of our US GAAP Income (Loss) Before Taxes to Non-GAAP Adjusted Income Before Taxes: Year Ended April 30, 2025 2024 US GAAP Income (Loss) Before Taxes $ 142,878 $ (187,047) Pretax Impact of Adjustments: Impairment of goodwill — 108,449 Restructuring and related charges 25,561 63,041 Foreign exchange losses on intercompany transactions, including the write off of certain cumulative translation adjustments 5,590 1,903 Amortization of acquired intangible assets 51,864 57,874 Net loss on sale of businesses, assets, and impairment charges related to assets held-for-sale 23,340 183,389 Held for Sale or Sold segment Adjusted Income Before Taxes (1) 3,578 (30,661) Non-GAAP Adjusted Income Before Taxes $ 252,811 $ 196,948 (1) Our Adjusted Income Before Taxes excludes the Adjusted Income Before Taxes of our Held for Sale or Sold segment. 35 I ndex Below is a reconciliation of our 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: Year Ended April 30, 2025 2024 US GAAP Income Tax Provision $ 58,717 $ 13,272 Income Tax Impact of Adjustments (1) : Impairment of goodwill — 2,953 Restructuring and related charges 5,947 15,662 Foreign exchange losses on intercompany transactions, including the write off of certain cumulative translation adjustments 1,170 582 Amortization of acquired intangible assets 10,231 20,127 Net loss on sale of businesses, assets, and impairment charges related to assets held-for-sale 2,368 26,908 Held for Sale or Sold segment Adjusted Tax Provision (2) 807 (7,140) Income Tax Adjustments Impact of valuation allowance on the US GAAP effective tax rate (3) (26,008) (30,249) Impact of change in certain US state tax rates in 2025 (4) (117) — Non-GAAP Adjusted Income Tax Provision $ 53,115 $ 42,115 US GAAP Effective Tax Rate 41.1 % (7.1) % Non-GAAP Adjusted Effective Tax Rate 21.0 % 21.4 % (1) For the years ended April 30, 2025 and 2024 , substantially all of the tax impact was from deferred taxes.
Operating Income, Adjusted Operating Income (OI) and Adjusted EBITDA: Operating income for the year ended April 30, 2023 of $55.9 million decreased $163.4 million, or 75% as compared with the prior year. On a constant currency basis, operating income decreased 76% as compared with the prior year.
Operating Income, Adjusted Operating Income (OI) and Adjusted EBITDA: Operating income for the year ended April 30, 2025, of $221.4 million increased $169.1 million, as compared with the prior year. On a constant currency basis, the operating income increase was consistent with the reported increase as compared with the prior year.
CrossKnowledge was adversely impacted by a decline in the demand for its offerings, which have resulted in lower sales and a decline in average contract value, that adversely impacted forecasted revenue growth and operating cash flows. 61 Index The key assumptions underlying the estimate of the fair value of the CrossKnowledge reporting unit included the following: • Future cash flow assumptions – the projections for future cash flows utilized in the model were derived from historical experience and assumptions regarding future growth and profitability of the reporting unit.
The key assumptions underlying the estimate of the fair value of the CrossKnowledge reporting unit included the following: • Future cash flow assumptions – the projections for future cash flows utilized in the model were derived from historical experience and assumptions regarding future growth and profitability of the reporting unit.
Assets and Liabilities Held-for-Sale: In response to changes in market conditions and our ongoing initiatives to simplify our portfolio to drive sustained performance improvement , we may also strategically realign our resources and consider disposing of certain businesses.
In Part II, Item 8, “Financial Statements and Supplementary Data,” see Note 4 , “Acquisitions and Divestitures” of the Notes to Consolidated Financial Statements for details of our acquisitions. 45 I ndex Assets and Liabilities Held-for-Sale: In response to changes in market conditions and our ongoing initiatives to simplify our portfolio to drive sustained performance improvement , we may also strategically realign our resources and consider disposing of certain businesses.
We believe that this approach is appropriate because it provides a fair value estimate using multiples from entities with operations and economic characteristics comparable to our reporting units and Wiley. 59 Index The key estimates and assumptions that are used to determine fair value under this market approach include current and forward 12-month revenue and EBITDA results, as applicable, and the selection of the relevant multiples to be applied.
The key estimates and assumptions that are used to determine fair value under this market approach include current and forward 12-month revenue and EBITDA results, as applicable, and the selection of the relevant multiples to be applied.
This increase was primarily due to revenue performance and, to a lesser extent, a decrease in employee costs after recent restructuring actions. 40 Index Year Ended April 30, % Change Favorable (Unfavorable) Constant Currency % Change Favorable (Unfavorable) HELD FOR SALE OR SOLD 2024 2023 Total Held for Sale or Sold Revenue $ 255,543 $ 393,194 (35) % (36) % Cost of Sales 153,559 257,255 40 % 41 % Operating Expenses 71,269 109,844 35 % 36 % Amortization of Intangibles 2,004 24,909 92 % 92 % Adjusted Operating Income 28,711 1,186 # # Depreciation and Amortization 3,437 41,491 92 % 92 % Adjusted EBITDA $ 32,148 $ 42,677 (25) % (27) % Adjusted EBITDA Margin 12.6 % 10.9 % # Not meaningful Revenue: Held for Sale or Sold revenue decreased $137.7 million, or 35%, as compared with the prior year on a reported basis.
This increase was primarily due to higher revenue and, to a lesser extent, a decrease in employee costs as a result of recent restructuring actions, and lower technology costs. 39 I ndex Year Ended April 30, % Change Favorable (Unfavorable) Constant Currency % Change Favorable (Unfavorable) HELD FOR SALE OR SOLD 2025 2024 Total Held for Sale or Sold Revenue $ 17,382 $ 255,543 (93) % (93) % Cost of Sales 7,755 153,559 95 % 95 % Direct Expenses 10,365 48,127 78 % 78 % Allocated Corporate Expenses 2,840 23,142 88 % 88 % Amortization of Intangibles — 2,004 # # Adjusted Operating Income (3,578) 28,711 # # Depreciation and Amortization — 3,437 # # Adjusted EBITDA $ (3,578) $ 32,148 # # Adjusted EBITDA Margin (20.6) % 12.6 % # Not meaningful Revenue: Held for Sale or Sold revenue for the year ended April 30, 2025, decreased $238.2 million, or 93%, as compared with the prior year on a reported and constant currency basis as compared with the prior year.
A reporting unit is the operating segment unless, at businesses one level below that operating segment – the “component” level, discrete financial information is prepared and regularly reviewed by management, and the component has economic characteristics that are different from the economic characteristics of the other components of the operating segment, in which case the component is the reporting unit. 58 Index As part of the annual impairment test, we may elect to first assess qualitative factors to determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying amount.
A reporting unit is the operating segment unless, at businesses one level below that operating segment – the “component” level, discrete financial information is prepared and regularly reviewed by management, and the component has economic characteristics that are different from the economic characteristics of the other components of the operating segment, in which case the component is the reporting unit.

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Item 7A. Quantitative and Qualitative Disclosures About Market Risk

Market Risk — interest-rate, FX, commodity exposure

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Biggest changeAlthough no book customer accounts for more than 6% of total consolidated revenue and 12% of accounts receivable at April 30, 2024, the top 10 book customers account for approximately 11% of total consolidated revenue and approximately 27% of accounts receivable at April 30, 2024. 64 Index
Biggest changeAlthough no book customer accounts for more than 6% of total consolidated revenue and 9% of accounts receivable at April 30, 2025, the top 10 book customers account for approximately 12% of total consolidated revenue and approximately 24% of accounts receivable at April 30, 2025. 52 I ndex
The statements of financial position of non-US business units are translated into US dollars using period-end exchange rates for assets and liabilities and the Statements of (Loss) Income are translated into US dollars using weighted-average exchange rates for revenues and expenses.
The statements of financial position of non-US business units are translated into US dollars using period-end exchange rates for assets and liabilities and the Statements of Income (Loss) are translated into US dollars using weighted-average exchange rates for revenues and expenses.
Exchange rate gains or losses related to foreign currency transactions are recognized as transaction gains or losses on the Consolidated Statements of (Loss) Income as incurred. Under certain circumstances, we may enter into derivative financial instruments in the form of foreign currency forward contracts to hedge against specific transactions, including intercompany purchases and loans.
Exchange rate gains or losses related to foreign currency transactions are recognized as transaction gains or losses on the Consolidated Statements of Income (Loss) as incurred. Under certain circumstances, we may enter into derivative financial instruments in the form of foreign currency forward contracts to hedge against specific transactions, including intercompany purchases and loans.
Subscription agents account for approximately 16% of total annual consolidated revenue, and no one agent accounts for more than 10% of total annual consolidated revenue. Our book business is not dependent upon a single customer; however, the industry is concentrated in national, regional, and online book resellers.
Subscription agents account for approximately 18% of total annual consolidated revenue, and no one agent accounts for more than 10% of total annual consolidated revenue. Our book business is not dependent upon a single customer; however, the industry is concentrated in national, regional, and online book resellers.
Customer Credit Risk: In the journal publishing business, subscriptions are primarily sourced through journal subscription agents who, acting as agents for library customers, facilitate ordering by consolidating the subscription orders/billings of each subscriber with various publishers.
Customer Credit Risk: In the journal publishing business, some subscriptions are sourced through journal subscription agents who, acting as agents for library customers, facilitate ordering by consolidating the subscription orders/billings of each subscriber with various publishers.
On an annual basis, a hypothetical 1% change in interest rates for the $275.2 million of unhedged variable rate debt as of April 30, 2024 would affect net income and cash flow by approximately $2.2 million. Foreign Exchange Rates: Fluctuations in the currencies of countries where we operate outside the US may have a significant impact on financial results.
On an annual basis, a hypothetical 1% change in interest rates for the $299.8 million of unhedged variable rate debt as of April 30, 2025, would affect net income and cash flow by approximately $2.4 million. Foreign Exchange Rates: Fluctuations in the currencies of countries where we operate outside the US may have a significant impact on financial results.
The percentage of consolidated revenue for the year ended April 30, 2024 recognized in the following currencies (on an equivalent US dollar basis) were approximately: 53% US dollar, 27% British pound sterling, 11% euro, and 9% other currencies. Our significant investments in non-US businesses are exposed to foreign currency risk.
The percentage of consolidated revenue for the year ended April 30, 2025, recognized in the following currencies (on an equivalent US dollar basis) were approximately: 51% US dollar, 29% British pound sterling, 11% euro, and 9% other currencies. Our significant investments in non-US businesses are exposed to foreign currency risk.
Cash is generally collected in advance from subscribers by the subscription agents and is principally remitted to us between the months of December and April. Although at fiscal year-end we had minimal credit risk exposure to these agents, future calendar year subscription receipts from these agents are highly dependent on their financial condition and liquidity.
Cash is generally collected in advance from subscribers by the subscription agents and is principally remitted to us between the months of December and April. Although currently we have minimal credit risk exposure to these agents, future calendar-year subscription receipts from these agents are highly dependent on their financial condition and liquidity.
During the year ended April 30, 2022, we recorded foreign currency translation (losses) in Total accumulated other comprehensive loss, net of tax of approximately $(71.6) million, primarily as a result of the fluctuations of the US dollar relative to the British pound sterling and, to a lesser extent, the euro.
During the year ended April 30, 2025, we recorded foreign currency translation gains in Total accumulated other comprehensive loss, net of tax of approximately $69.3 million primarily as a result of the fluctuations of the US dollar relative to the British pound sterling and, to a lesser extent, the euro.

Other WLY 10-K year-over-year comparisons