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JOHN WILEY & SONS, INC. (NASDAQ:JW) Files An 8-K Results of Operations and Financial Condition

JOHN WILEY & SONS, INC. (NASDAQ:JW) Files An 8-K Results of Operations and Financial ConditionITEM 2.02: RESULTS OF OPERATIONS AND FINANCIAL CONDITION.

On December 7, 2016, John Wiley Sons Inc., a New York corporation (the Company), issued a press release announcing the Companys financial results for the second quarter of fiscal year 2017. A copy of the Companys press release is attached hereto as Exhibit 99.1 and incorporated herein by reference.
The information in this report, including the exhibits hereto, (x) shall not be deemed to be filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section and (y) shall not be incorporated by reference into any filing of the Company with the Securities and Exchange Commission, whether made before or after the date hereof, regardless of any general incorporation language in such filings (unless the Company specifically states that the information or exhibits in this particular report are incorporated by reference). The furnishing of the information set forth in this report is not intended to, and does not, constitute a determination or admission as to the materiality or completeness of such information.
ITEM 9.01:
FINANCIAL STATEMENTS AND EXHIBITS
Exhibit No. Description
99.1 Press release dated December 7, 2016 titled Wiley Reports Second Quarter Fiscal Year 2017 Results (furnished and not filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and not deemed incorporated by reference in any filing under the Securities Act of 1934, as amended).
Investor Contact:
Brian Campbell
VP, Investor Relations
201.748.6874
brian.campbell@wiley.com
Wiley Reports Second Quarter Fiscal Year 2017 Results
Second quarter revenue of $426 million, up 2% over prior year on a constant currency basis (-2% US GAAP)
Second quarter journal subscription revenue up 3% on a constant currency basis (-2% US GAAP)
Second quarter adjusted EPS of $0.76, up 3% on a constant currency basis. Adjusted EPS excludes certain charges and credits further described below and in the attached financial schedules. EPS on a US GAAP basis was a loss of $0.20 including the previously announced one-time tax charge of $0.83 per share
First half revenue flat and adjusted EPS down 1% on a constant currency basis. On a US GAAP basis, revenue down 3% and EPS down 74% reflecting the tax charge
Reaffirming full-year outlook of flat revenue and mid single digit decline in adjusted EPS, excluding the impact of foreign exchange, the shift to time-based journal subscriptions and acquisitions
December 7, 2016 (Hoboken, NJ) John Wiley Sons, Inc. (NYSE: JWa and JWb), a global provider of knowledge and learning services primarily in areas of science, technology, medicine, mathematics/engineering, and business/finance today announced the following results for the second quarter of fiscal year 2017, ending October 31:
% Change
$ millions
FY17
FY16
Excluding FX
Including FX
Revenue:
Q2
$425.6
$433.4
2%
(2%)
Six Months
$829.9
$856.3
0%
(3%)
GAAP EPS:
Q2
($0.20)
$0.74
(127%)
Six Months
$0.34
$1.29
(74%)
Adjusted EPS:
Q2
$0.76
$0.78
3%
(3%)
Six Months
$1.27
$1.36
(1%)
(7%)
Adjusted results exclude tax charges and credits, pension settlement, and restructuring charges and credits as more fully described in the attached financial schedules.
New Segment Reporting
To reflect shifts in its management structure, Wiley has implemented a new reporting structure comprised of three reportable segments: Research (Journals and Atypon; 50% of total fiscal 2017 year-to-date revenue), Publishing (Books and related content, Course Workflow, and Test Preparation; 37% of total year-to-date revenue) and Solutions (Online Program Management, Corporate Learning, and Professional Assessment; 13% of total year-to-date revenue). Please see the attached financial schedules for more detail, including historical segment restatement for the past five quarters.
Management Commentary
We made solid progress in the quarter, said Mark Allin, Wileys President and CEO. Research continued to deliver good performance through the quarter and the first half of the year, with steady growth from journal subscriptions and strong double-digit growth from author-funded access. Our Atypon acquisition, which closed in the last month of the quarter, will further enhance our Research capabilities with an industry-leading online library platform and expanded Research service offerings. In our other two segments, Solutions posted double-digit revenue growth through the first six months, while Publishing revenue continued to decline due to market weakness in print book publishing.
Fiscal Year 2017 Outlook
Wiley reaffirms its fiscal year 2017 operational outlook of flat revenue and a mid-single digit decline in adjusted EPS excluding foreign exchange, the favorable impact from shifting to time-based journal subscription agreements (+$37 million in revenue and +$0.42 in EPS), and the partial year revenue contribution (approximately +$20 million) and EPS dilution (approximately -$0.15) of the Atypon and Ranku acquisitions. The acquisition-related dilution reflects the impacts of acquisition accounting, including amortization of acquired intangibles, as well as costs associated with initiating the migration of Wiley Online Library to Atypons Literatum platform.
Income Tax Judgement in Germany
As previously reported in a September 26, 2016 filing, Wiley received an unfavorable final judgement from the German Federal Fiscal Court, denying Wileys longstanding income tax appeal. As background, the finance court denied the argument that Wiley was entitled to claim additional tax depreciation deductions over 15 years related to a fiscal year 2003 reorganization of several German subsidiaries. No further appeals are available. As a result, the Company forfeited its approximate 57 million euro deposit and incurred a predominantly non-cash income tax charge of $48 million ($0.83 per share for the quarter, $0.82 for the six month period). This charge is included in the Companys income tax expense for the second quarter and six month periods ending October 31, 2016.
Foreign Exchange (FX)
Note that foreign exchange was adverse to second quarter revenue and EPS by $15 million and $0.04 per share, respectively. Wiley generates approximately half of its revenue from outside the United States, and is therefore exposed to foreign exchange rate fluctuations, particularly in relation to the euro and pound sterling. The weighted average rates for fiscal 2016 were 1.11 and 1.50, respectively. Throughout this report, references are made to variances excluding foreign exchange or on a constant currency basis; such amounts exclude both currency translation effects and transactional gains and losses.
Adjusted Results
The Company provides financial measures referred to as adjusted contribution to profit and EPS, which exclude a previously announced tax charge; restructuring charges; a pension settlement charge related to voluntary lump sum buyouts; and certain deferred tax benefits as more fully described in the attached financial schedules. Variances to adjusted contribution to profit and EPS are on a constant currency basis unless otherwise noted. Management believes the exclusion of such items provides additional information to facilitate the analysis of results. These non-GAAP measures are not intended to replace the financial results reported in accordance with GAAP.
Second Quarter and First Half Summary
Second quarter revenue declined 2% on a US GAAP basis to $425.6 million, or rose 2% excluding the unfavorable impact of foreign exchange ($15 million). Higher revenue on a constant currency basis was driven by growth in Journal Revenue (+3%), Online Program Management (+21%), Corporate Learning (+16%), Online Test Preparation (+11%), and Course Workflow (+8%), along with a one-month results contribution from the Atypon acquisition (+$2.5 million), partially offset weakness in Books (-9%). The shift to time-based journal subscriptions in calendar year 2016 had no material impact on revenue growth in the second quarter. First half revenue declined 3% on a US GAAP basis to $829.9 million, and was flat excluding the impact of currency. For the six months, the shift to time-based journal subscriptions resulted in a favorable revenue impact of $4 million.
Second quarter EPS declined 127% on a US GAAP basis to a loss of $0.20, but rose 3% on an adjusted basis. Adjusted EPS excludes the unfavorable impact of foreign exchange ($0.04); an adverse income tax judgement in Germany ($0.83); a settlement charge related to a voluntary lump sum pension distribution program for terminated employees ($0.10); and restructuring charges in the current ($0.08) and prior year quarter ($0.04); partially offset by a deferred tax benefit related to a future tax rate reduction in the United Kingdom ($0.04). Adjusted EPS growth was mainly due to revenue performance and cost savings from restructuring initiatives, partially offset by an increase in technology spending. The shift to time-based journal subscriptions in calendar year 2016 had no material impact on earnings growth in the second quarter. First half EPS on a US GAAP basis declined 74% to $0.34. Adjusted EPS declined 1% to $1.27. Also note, for the first six months, the shift to time-based journal subscriptions resulted in a favorable earnings impact of approximately $0.05 per share.
Atypon acquisition: In October, Wiley closed its $120 million Atypon acquisition, which was first announced in August. Atypon is a publishing-software and service provider based in Santa Clara that enables scholarly societies and publishers to deliver, host, enhance, market, and manage their content on the web. Atypons Literatum platform hosts nearly 9,000 journals, 13 million journal articles, and more than 1,800 publication web sites for over 200 societies and publishers. Atypon generated over $31 million in calendar year 2015 revenue. The platform will replace the current Wiley Online Library platform in calendar year 2018.
Appointment of Judy Verses as Executive Vice President, Research: In October, Wiley announced the appointment of Judy Verses as Executive Vice President, Research. Judy was most recently President, Global Enterprise Education at Rosetta Stone, a market leader in online language learning and literacy, where she had global responsibility for all institutional business, as well as product and business development, IT, and global communications. Previously, Judy had been President and Chief Client Officer at Blackboard, a leading supplier of educational enterprise software, overseeing global sales and marketing, and President and COO at Blackboard Learn.
Net Debt and Cash Position: Net debt (debt less cash and cash equivalents) at the end of October was $616.6 million, up from $580.8 million at the end of the prior year. The increase is mainly attributed to recent acquisitions. Cash and cash equivalents as of October 31, 2016 were $267.4 million.
Free Cash Flow was a use of $155.4 million for the first six months compared to a use of $192.7 million in the prior year period mainly due to earlier journal cash collections. Note that free cash flow is seasonally negative in the first half of Wileys fiscal year principally due to the timing of cash collections for annual journal subscriptions.
Share Repurchases: Wiley repurchased 193,955 shares this quarter at a cost of $10.0 million, an average of $51.56 per share. Over 4.3 million shares remain in the current authorized repurchase programs.
As noted, below are our redefined segments:
RESEARCH (JOURNALS AND ATYPON)
Revenue: Second quarter revenue of $206.0 million declined 1% on a US GAAP basis but rose 5% on a constant currency basis. Growth in constant currency was driven by a 3% rise in Journal Revenue, including 3% growth in Journal Subscriptions and 27% growth in Author-Funded Access, as well as a $2.5 million revenue contribution from the acquisition of Atypon in the last month of the quarter. For the first six months, Research revenue was flat on a US GAAP basis but grew 4% at constant currency, including in both cases the $4 million favorable impact from the shift to time-based journal subscriptions.
Contribution to Profit: Second quarter contribution to profit of $60.3 million was down 6% on a US GAAP basis but was essentially flat on an adjusted basis. Contributions from revenue growth were offset by costs associated with the Atypon acquisition, higher technology costs, and other spending to support society journals. For the first six months, contribution to profit was down 5% on a US GAAP basis, and 1% on an adjusted basis, including in both cases the $3.8 million favorable profit impact from the shift to time-based journal subscriptions.
Calendar Year 2016 Journal Subscriptions: As of the end of October, calendar year 2016 Journal Subscriptions increased 1% on a constant currency basis, with 99% of targeted business contracted for the 2016 calendar year.
Society Publishing Agreements: Two new society contracts were signed in the three month period ending October 2016 with combined annual revenue of $2.7 million; 12 were renewed with combined annual revenue of $7.9 million; and one with annual revenue of $1.6 million was not renewed.
Nobel Prize Winners: In October, Wiley announced that six Wiley authors have been honored with the 2016 Nobel Prize in their respective fields, including Professor Yoshinori Ohsumi, Tokyo Institute of Technology, Tokyo, Japan (Physiology or Medicine); Professors Jean-Pierre Sauvage, University of Strasbourg, France, Sir J. Fraser Stoddart, Northwestern University, Evanston, IL, USA and Bernard Ben L. Feringa, University of Groningen, The Netherlands (Chemistry); and Professors Oliver Hart, Harvard University, Cambridge, MA, USA, and Bengt Holmstrm, Massachusetts Institute of Technology (MIT), Cambridge, MA, USA (Economic Sciences). Wiley has now published the works of over 470 Nobel Laureates.
PUBLISHING (BOOKS, COURSE WORKFLOW, ONLINE TEST PREPARATION)
Revenue: Second quarter revenue declined 7% on a US GAAP basis to $163.3 million, or 5% at constant currency. Growth in Online Test Preparation (+11%), Course Workflow (+8%) and Licensing and Other (+20%) was more than offset by a 9% decline in Books and Reference Material revenue, with STM and Professional Books down 12% and Education Books down 5%. Digital revenue grew 7% in the quarter. For the six months, Publishing revenue declined 11% on a US GAAP basis, or 10% at constant currency.
Contribution to Profit: Second quarter contribution to profit rose 6% on a US GAAP basis to $36.5 million, or 8% at constant currency. Performance was primarily due to cost savings from restructuring and lower consumption of distribution, technology and facilities shared services. For the six months, contribution to profit on a US GAAP basis was down 13%, or 10% on an adjusted basis.
Dummies Birthday – In October, Wileys iconic dummies brand celebrated its 25th birthday. Over 250 million copies have been sold to-date.
Partnerships: In October, AuditFile, Inc. and Wiley jointly announced a new version of AuditFiles award-winning audit automation software that features the full suite of 2017 Wiley Advantage Audit programs and planning documents for industry-specific audits, reviews and compilations. The new cloud-based, all-in-one audit program and automation solution empowers firms of all sizes to work more efficiently and effectively from any browser or device.
SOLUTIONS (ONLINE PROGRAM MANAGEMENT, CORPORATE LEARNING AND ASSESSMENT)
Revenue: Second quarter revenue rose 14% on both a US GAAP and constant currency basis to $56.3 million. Growth at constant currency was driven by Online Program Management (+21%) and Corporate Learning (+16%). Professional Assessment grew 2%. For the six months, Solutions revenue was up 13% on a US GAAP and constant currency basis.
Contribution to Profit: Second quarter contribution to profit on a US GAAP basis rose 120% to $5.4 million, or 129% on an adjusted basis. Performance was due to revenue growth and improved operating leverage. For the six months, Contribution to Profit on a US GAAP and constant currency basis was up $7 million.
Online Program Management: As of October 31, 2016, Wiley had 37 university partners and 231 programs under contract, compared to 37 partners and 232 programs at the end of last quarter. Wiley signed three new programs; four programs were not renewed.
Partnerships: CrossKnowledge is partnering with OReilly Medias PubFactory to provide organizations with a curated solution to access the very best library of world class IT and business information published by Wiley brands and imprints. Used in combination with other CrossKnowledge learning formats, OpenBooks creates customized training paths and allows employees to search and instantly find relevant answers their technical or business questions.
Ranku acquisition: In September, Wiley acquired Ranku, a recruitment technology and predictive analytics software company for universities and community colleges, for an undisclosed amount. Ranku has been a partner to more than 1,000 online degree programs at the undergraduate and graduate level, providing advanced market research and recruitment capabilities.
Earnings Conference Call
Scheduled for today, December 7, at 10:00 a.m. (EDT)
Access the webcast at www.wiley.com Investor Relations Events and Presentations, or http://www.wiley.com/WileyCDA/Section/id-370238.html
U.S. callers, please dial (888) 438-5453 and enter the participant code 1291593#.
International callers, please dial (719) 457-2643 and enter the participant code 1291593#.
An archive of the webcast will be available for a period of up to 14 days
“Safe Harbor” Statement under the Private Securities Litigation Reform Act of 1995
This release contains certain forward-looking statements concerning the Company’s operations, performance, and financial condition. Reliance should not be placed on forward-looking statements, as actual results may differ materially from those in any forward-looking statements. Any such forward-looking statements are based upon a number of assumptions and estimates that are inherently subject to uncertainties and contingencies, many of which are beyond the control of the Company, and are subject to change based on many important factors. Such factors include, but are not limited to (i) the level of investment in new technologies and products; (ii) subscriber renewal rates for the Company’s journals; (iii) the financial stability and liquidity of journal subscription agents; (iv) the consolidation of book wholesalers and retail accounts; (v) the market position and financial stability of key online retailers; (vi) the seasonal nature of the Company’s educational business and the impact of the used book market; (vii) worldwide economic and political conditions; (viii) the Company’s ability to protect its copyrights and other intellectual property worldwide (ix) the ability of the Company to successfully integrate acquired operations and realize expected opportunities and (x) other factors detailed from time to time in the Company’s filings with the Securities and Exchange Commission. The Company undertakes no obligation to update or revise any such forward-looking statements to reflect subsequent events or circumstances.
About Wiley
Wiley is a global provider of knowledge and learning services primarily in areas of science, technology, medicine, mathematics/engineering, and business/finance. Through the Research segment, the Company provides scientific, technical, medical, and scholarly journals, as well as related content and services, for academic, corporate, and government libraries, learned societies, and individual researchers and other professionals. The Publishing segment provides scientific, professional development, and education books and related content, as well as test preparation services and course workflow tools, to libraries, corporations, students, professionals, and researchers. In Solutions, Wiley provides online program management services for higher education institutions, and learning, development, and assessment services for businesses and professionals.
JOHN WILEY SONS, INC.
UNAUDITED SUMMARY OF OPERATIONS
FOR THE SECOND QUARTER AND SIX MONTHS ENDED
OCTOBER 31, 2016 AND 2015
(in thousands, except per share amounts)
SECOND QUARTER ENDED OCTOBER 31,
% Change
US GAAP Adjustments
(A-D)
Adjusted US GAAP Adjustments
(A)
Adjusted
US GAAP
Adjusted
excl. FX
Revenue
$
425,588
425,588
433,362
433,362
-2%
2%
Costs and Expenses
Cost of Sales
111,574
111,574
116,594
116,594
-4%
0%
Operating and Administrative (B)
247,270
(8,842)
238,428
240,136
240,136
3%
2%
Restructuring Charges (Credits) (A)
6,847
(6,847)
3,694
(3,694)
Amortization of Intangibles
12,253
12,253
12,673
12,673
-3%
1%
Total Costs and Expenses
377,944
(15,689)
362,255
373,097
(3,694)
369,403
1%
1%
Operating Income
47,644
15,689
63,333
60,265
3,694
63,959
-21%
3%
Operating Margin
11.2%
14.9%
13.9%
14.8%
Interest Expense
(4,360)
(4,360)
(4,324)
(4,324)
1%
1%
Foreign Exchange (Loss) Gain
(360)
(360)
38
38
Interest Income and Other
478
478
644
644
-26%
36%
Income Before Taxes
43,402
15,689
59,091
56,623
3,694
60,317
-23%
3%
Provision for Income Taxes (A-D)
54,853
(39,340)
15,513
13,023
1,348
14,371
321%
12%
Net Income
$
(11,451)
55,029
43,578
43,600
2,346
45,946
-126%
0%
Earnings Per Share- Diluted (A-D)
$
(0.20)
0.96
0.76
0.74
0.04
0.78
-127%
3%
Average Shares – Diluted
57,538
57,538
57,538
58,790
58,790
58,790
SIX MONTHS ENDED OCTOBER 31,
% Change
US GAAP
Adjustments
(A-D)
Adjusted US GAAP
Adjustments
(A)
Adjusted US GAAP
Adjusted
excl. FX
Revenue
$
829,873
829,873
856,343
856,343
-3%
0%
Costs and Expenses
Cost of Sales
225,052
225,052
236,142
236,142
-5%
-2%
Operating and Administrative (B)
482,497
(8,842)
473,655
482,836
482,836
0%
0%
Restructuring Charges (Credits) (A)
5,927
(5,927)
7,119
(7,119)
Amortization of Intangibles
24,826
24,826
25,072
25,072
-1%
3%
Total Costs and Expenses
738,302
(14,769)
723,533
751,169
(7,119)
744,050
-2%
0%
Operating Income
91,571
14,769
106,340
105,174
7,119
112,293
-13%
-2%
Operating Margin
11.0%
12.8%
12.3%
13.1%
Interest Expense
(8,431)
(8,431)
(7,897)
(7,897)
7%
7%
Foreign Exchange (Loss) Gain
(139)
(139)
(42)
(42)
Interest Income and Other
728
728
1,308
1,308
-44%
9%
Income Before Taxes
83,729
14,769
98,498
98,543
7,119
105,662
-15%
-2%
Provision for Income Taxes (A-D)
64,180
(39,603)
24,577
22,486
2,767
25,253
185%
2%
Net Income
$
19,549
54,372
73,921
76,057
4,352
80,409
-74%
-3%
Earnings Per Share- Diluted (A-D)
$
0.34
0.93
1.27
1.29
0.07
1.36
-74%
-1%
Average Shares – Diluted
58,259
58,259
58,259
59,090
59,090
59,090
See the accompanying Notes to Unaudited Financial Statements for a description of each Adjustment.
JOHN WILEY SONS, INC.
FOR THE SECOND QUARTER AND SIX MONTHS ENDED
OCTOBER 31, 2016 AND 2015
RECONCILIATION OF US GAAP TO ADJUSTED EPS – DILUTED (UNAUDITED)
Second Quarter Ended
Six Months Ended
October 31,
October 31,
US GAAP Earnings Per Share – Diluted
$
(0.20)
$
0.74
$
0.34
$
1.29
Adjusted to exclude the following:
Restructuring Charges (A)
0.08
0.04
0.07
0.07
One-time – Pension Settlement (B)
0.10
0.09
Unfavorable Tax Settlement (C)
0.83
0.82
Deferred Income Tax Benefit on UK Rate Change (D)
(0.04)
(0.04)
Adjusted Earnings Per Share – Diluted
$
0.76
$
0.78
$
1.27
$
1.36
NOTES TO UNAUDITED FINANCIAL STATEMENTS
Adjustments:
A
Restructuring Charges: The adjusted results for the three and six months ended October 31, 2016 exclude restructuring charges related to the Company’s Restructuring and Reinvestment Program of $6.8 million or $0.08 per share, and $5.9 million or $0.07 per share, respectively. The adjusted results for the three and six months ended October 31, 2015 exclude restructuring charges of $3.7 million or $0.04 per share and $7.1 million or $0.07 per share, respectively.
B
The Company announced a voluntary, limited-time opportunity for terminated vested employees who were participants in the U.S. defined benefit retirement plan to elect a single lump sum payment of accumulated benefits. The election period closed on August 29, 2016. The total charge including a prorata portion of the unamortized net actuarial loss was $8.8 million or $0.10 per share for the quarter, $0.09 per share for the six month period. The aggregate amount of payments under this one time election was $28.3 million, which was paid from Pension Plan assets in October 2016.
C
As previously disclosed and as reported in the Company’s SEC filings, the Company was appealing an unfavorable tax ruling in Germany related to tax benefits obtained through an increase in the tax deductible basis of certain merged German subsidiaries. In September, the German Federal Fiscal Court issued an unfavorable final judgement in Wiley’s longstanding tax appeal. As a consequence, the Company recorded a $48 million charge, $0.83 per share in the quarter, $0.82 per share for the six month period.
D
Deferred Income Tax Benefit on UK Rate Change: The adjusted results for the three and six months ended October 31, 2016 exclude deferred tax benefits of $2.6 million $0.04 per share, associated with tax legislation enacted in the second quarter of fiscal year 2017 in the United Kingdom that reduced the U.K. corporate income tax rates by 1 percentage point in 2020. The benefits reflect the remeasurement of the Company’s deferred tax balances from 18% to the new income tax rate of 17% effective April 1, 2020 and had no current cash tax impact.
Non-GAAP Financial Measures:
In addition to providing financial results in accordance with GAAP, the Company has provided adjusted financial results that exclude the impact of other nonrecurring items described in more detail throughout this press release. These non-GAAP financial measures are labeled as “Adjusted” and are used for evaluating the results of operations for internal purposes. These non-GAAP measures are not intended to replace the presentation of financial results in accordance with GAAP. Rather, the Company believes the exclusion of such items provides additional information to investors to facilitate the comparison of past and present operations. Unless otherwise noted, adjusted amounts in the attached schedules include foreign exchange.
JOHN WILEY SONS, INC.
UNAUDITED SEGMENT RESULTS
FOR THE SECOND QUARTER AND SIX MONTHS ENDED
OCTOBER 31, 2016 AND 2015
(in thousands)
SECOND QUARTER ENDED OCTOBER 31,
% Change
US GAAP
Adjustments
(A-B)
Adjusted US GAAP
Adjustments
(A)
Adjusted US GAAP
Adjusted
excl. FX
Revenue
Research
$
205,994
205,994
207,662
207,662
-1%
5%
Publishing
163,300
163,300
176,258
176,258
-7%
-5%
Solutions
56,294
56,294
49,442
49,442
14%
14%
Total
$
425,588
425,588
433,362
433,362
-2%
2%
Direct Contribution to Profit
Research
$
100,227
229
100,456
98,790
496
99,286
1%
6%
Publishing
76,359
215
76,574
78,536
259
78,795
-3%
-1%
Solutions
13,854
524
14,378
10,805
140
10,945
28%
31%
Total
$
190,440
968
191,408
188,131
895
189,026
1%
5%
Contribution to Profit (After Allocated Shared Services and Admin. Costs)
Research
$
60,292
229
60,521
64,199
496
64,695
-6%
0%
Publishing
36,490
215
36,705
34,319
259
34,578
6%
8%
Solutions
5,359
524
5,883
2,434
140
2,574
120%
129%
Total
$
102,141
968
103,109
100,952
895
101,847
1%
6%
Unallocated Shared Services and Admin. Costs
(54,497)
14,721
(39,776)
(40,695)
2,799
(37,896)
34%
10%
Operating Income
$
47,644
15,689
63,333
60,257
3,694
63,951
-21%
3%
Total Shared Services and Admin. Costs by Function
Distribution and Operation Services
$
(23,729)
4,583
(19,146)
(21,293)
1,208
(20,085)
11%
0%
Technology and Content Management
(68,582)
1,663
(66,919)
(62,230)
(379)
(62,609)
10%
9%
Finance
(11,751)
(191)
(11,942)
(10,258)
(496)
(10,754)
15%
13%
One-time Pension Settlement
(8,842)
8,842
Other Administration
(29,892)
(176)
(30,068)
(34,093)
2,466
(31,627)
-12%
-2%
Total
$
(142,796)
14,721
(128,075)
(127,874)
2,799
(125,075)
12%
5%
SIX MONTHS ENDED OCTOBER 31,
% Change
US GAAP
Adjustments
(A-B)
Adjusted US GAAP
Adjustments
(A)
Adjusted US GAAP
Adjusted
excl. FX
Revenue
Research
$
413,218
413,218
412,364
412,364
0%
4%
Publishing
308,261
308,261
348,011
348,011
-11%
-10%
Solutions
108,394
108,394
95,968
95,968
13%
13%
Total
$
829,873
829,873
856,343
856,343
-3%
0%
Direct Contribution to Profit
Research
$
195,726
160
195,886
194,739
866
195,605
1%
4%
Publishing
136,010
569
136,579
150,018
259
150,277
-9%
-7%
Solutions
22,435
524
22,959
14,859
140
14,999
51%
52%
Total
$
354,171
1,253
355,424
359,616
1,265
360,881
-2%
1%
Contribution to Profit (After Allocated Shared Services and Admin. Costs)
Research
$
120,727
160
120,887
127,413
866
128,279
-5%
-1%
Publishing
55,832
569
56,401
64,145
259
64,404
-13%
-10%
Solutions
5,506
524
6,030
(1,591)
140
(1,451)
446%
516%
Total
$
182,065
1,253
183,318
189,967
1,265
191,232
-4%
0%
Unallocated Shared Services and Admin. Costs
(90,494)
13,516
(76,978)
(84,793)
5,854
(78,939)
7%
2%
Operating Income
$
91,571
14,769
106,340
105,174
7,119
112,293
-13%
-2%
Total Shared Services and Admin. Costs by Function
Distribution and Operation Services
$
(43,305)
4,596
(38,709)
(41,829)
1,965
(39,864)
4%
1%
Technology and Content Management
(138,956)
1,733
(137,223)
(124,389)
773
(123,616)
12%
13%
Finance
(23,155)
(346)
(23,501)
(22,885)
(425)
(23,310)
1%
3%
One-time Pension Settlement
(8,842)
8,842
Other Administration
(48,342)
(1,309)
(49,651)
(65,339)
3,541
(61,798)
-26%
-17%
Total
$
(262,600)
13,516
(249,084)
(254,442)
5,854
(248,588)
3%
3%
(A) See the accompanying Notes to Unaudited Financial Statements for a description of the Adjustment.
Note: As part of Wileys Restructuring and Reinvestment Program, the Company consolidated its Marketing Services functions into a single global shared service function. This newly centralized service group enables significant cost reduction opportunities, including efficiencies gained from standardized technology and centralized management. The cost of these functions were previously reported as direct operating expenses in each business segment but are now reported within Shared Services and Administrative Costs and then allocated to each business segment above. Prior year amounts have been restated to reflect the same reporting methodology.
UNAUDITED ADJUSTED CONTRIBUTION TO PROFIT
INCLUDING ALLOCATED SHARED SERVICES AND ADMINISTRATIVE COSTS
FOR THE SECOND QUARTER AND SIX MONTHS ENDED
OCTOBER 31, 2016 AND 2015
(in thousands)
Second Quarter Ended
Six Months Ended
October 31,
October 31,
% Change % Change
excl. FX
% Change
% Change
excl. FX
Research:
Direct Contribution to Profit
$
100,227
98,790
1%
7%
$
195,726
194,739
1%
4%
Restructuring Charges (Credits) (A)
229
496
160
866
Adjusted Direct Contribution to Profit
100,456
99,286
1%
6%
195,886
195,605
0%
4%
Allocated Shared Services and Admin. Costs:
(39,935)
(34,591)
15%
18%
(74,999)
(67,326)
11%
14%
Adjusted Contribution to Profit (after allocated
$
60,521
64,695
-6%
0%
$
120,887
128,279
-6%
-1%
Shared Services and Admin. Costs)
Publishing:
Direct Contribution to Profit
$
76,359
78,536
-3%
-1%
$
136,010
150,018
-9%
-8%
Restructuring Charges (A)
215
259
569
259
Adjusted Direct Contribution to Profit
76,574
78,795
-3%
-1%
136,579
150,277
-9%
-7%
Allocated Shared Services and Admin. Costs:
(39,869)
(44,217)
-10%
-8%
(80,178)
(85,873)
-7%
-5%
Adjusted Contribution to Profit (after allocated
$
36,705
34,578
6%
8%
$
56,401
64,404
-12%
-10%
Shared Services and Admin. Costs)
Solutions:
Direct Contribution to Profit
$
13,854
10,805
28%
28%
$
22,435
14,859
51%
50%
Restructuring Charges (A)
524
140
524
140
Adjusted Direct Contribution to Profit
14,378
10,945
31%
31%
22,959
14,999
53%
52%
Allocated Shared Services and Admin. Costs:
(8,495)
(8,371)
1%
1%
(16,929)
(16,450)
3%
2%
Adjusted Contribution to Profit (after allocated
$
5,883
2,574
129%
129%
$
6,030
(1,451)
516%
516%
Shared Services and Admin. Costs)
Total Adjusted Contribution to Profit (after
$
103,109
101,847
1%
6%
$
183,318
191,232
-4%
0%
allocated Shared Services and Admin. Costs)
Unallocated Shared Services and Admin. Costs:
Unallocated Shared Services and Admin. Costs
$
(54,497)
(40,695)
34%
38%
$
(90,494)
(84,793)
7%
10%
Restructuring Charges (Credits) (A)
5,879
2,799
4,674
5,854
One-time – Pension Settlement (B)
8,842
8,842
Adjusted Unallocated Shared Services and Admin. Costs
$
(39,776)
(37,896)
5%
10%
$
(76,978)
(78,939)
-2%
2%
Adjusted Operating Income
$
63,333
63,951
-1%
3%
$
106,340
112,293
-5%
-2%
(A) See the accompanying Notes to Unaudited Financial Statements for a description of the Adjustment.
Note: As part of Wileys Restructuring and Reinvestment Program, the Company consolidated its Marketing Services functions into a single global shared service function. This newly centralized service group enables significant cost reduction opportunities, including efficiencies gained from standardized technology and centralized management. The cost of these functions were previously reported as direct operating expenses in each business segment but are now reported within Shared Services and Administrative Costs and then allocated to each business segment above. Prior year amounts have been restated to reflect the same reporting methodology.
JOHN WILEY SONS, INC.
SEGMENT REVENUE by PRODUCT/SERVICE
FOR THE SECOND QUARTER AND SIX MONTHS ENDED
OCTOBER 31, 2016 AND 2015
(in thousands)
Second Quarter
Six Months
Ended October 31,
Ended October 31,
% of
Revenue
% Change

excl. FX

% of

Revenue

% Change

excl. FX

RESEARCH
Journal Revenue
Journal Subscriptions
$
159,726
163,678
78%
3%
$
322,410
325,301
78%
3%
Author-Funded Access
7,423
6,180
4%
27%
14,936
11,872
4%
33%
Licensing, Reprints, Backfiles, and Other
36,367
37,804
18%
1%
73,394
75,191
18%
2%
Total Journal Revenue
203,516
207,662
99%
3%
410,740
412,364
99%
4%
Platform Services (Atypon)
2,478
1%
2,478
1%
Total Revenue
$
205,994
207,662
100%
5%
$
413,218
412,364
100%
4%
Publishing
STM and Professional Books
$
68,130
80,208
42%
-12%
$
138,835
160,912
45%
-11%
Education Books
57,472
61,858
35%
-5%
112,326
133,662
36%
-15%
Total Books and Reference Material
125,602
142,066
77%
-9%
251,161
294,574
81%
-13%
Course Workflow (WileyPLUS)
19,840
18,446
12%
8%
20,706
19,466
7%
6%
Online Test Preparation and Certification
7,521
6,786
5%
11%
17,077
14,845
6%
16%
Licensing, Distribution, Advertising and Other
10,337
8,960
6%
20%
19,317
19,126
6%
5%
Total Revenue
$
163,300
176,258
100%
-5%
$
308,261
348,011
100%
-10%
Solutions
Online Program Management
28,007
23,149
50%
21%
51,179
43,697
47%
17%
Professional Assessment
16,146
15,805
29%
2%
29,668
29,034
27%
2%
Corporate Learning
12,141
10,488
22%
16%
27,547
23,237
25%
19%
Total Revenue
$
56,294
49,442
100%
14%
$
108,394
95,968
100%
13%
Total
$
425,588
433,362
2%
$
829,873
856,343
0%
JOHN WILEY SONS, INC.
UNAUDITED STATEMENTS OF FINANCIAL POSITION
(in thousands)
October 31,
April 30,
Current Assets
Cash cash equivalents
$
267,410
308,235
363,806
Accounts receivable
212,590
183,447
167,638
Inventories
51,779
58,154
57,779
Prepaid and other
147,753
68,951
81,456
Total Current Assets
679,532
618,787
670,679
Product Development Assets
48,927
55,432
72,126
Technology, Property and Equipment
248,281
205,362
214,770
Intangible Assets
822,962
915,174
877,007
Goodwill
974,068
965,571
951,663
Income Tax Deposits
59,810
62,912
Other Assets
79,684
62,691
71,939
Total Assets
2,853,454
2,882,827
2,921,096
Current Liabilities
Short-Term Debt
150,000
Accounts and royalties payable
158,985
161,282
166,222
Deferred revenue
223,307
150,716
426,489
Accrued employment costs
69,072
61,790
97,902
Accrued income taxes
8,515
9,654
9,450
Accrued pension liability
5,459
4,602
5,492
Other accrued liabilities
77,484
55,355
76,252
Total Current Liabilities
542,822
593,399
781,807
Long-Term Debt
883,992
739,051
605,007
Accrued Pension Liability
181,735
196,094
224,170
Deferred Income Tax Liabilities
191,729
203,499
189,868
Other Long-Term Liabilities
71,675
83,111
83,138
Shareholders’ Equity
981,501
1,067,673
1,037,106
Total Liabilities Shareholders’ Equity
$
2,853,454
2,882,827
2,921,096
JOHN WILEY SONS, INC.
UNAUDITED STATEMENTS OF FREE CASH FLOW
(in thousands)
Six Months Ended
October 31,
Operating Activities:
Net income
$
19,549
76,057
Amortization of intangibles
24,826
25,072
Amortization of composition costs
18,701
19,967
Depreciation of technology, property and equipment
34,092
32,820
Restructuring charges (credits)
5,927
7,119
Restructuring payments
(10,770)
(18,339)
Deferred tax benefit on UK Corporate Income Tax Rate Change
(2,575)
Unfavorable Tax Settlement
47,531
One-time pension settlement
8,842
Share-based compensation expense
4,907
8,112
Excess tax benefits from share-based compensation
(187)
(527)
Royalty advances
(46,070)
(45,553)
Earned royalty advances
64,321
60,163
Other non-cash charges and credits
31,157
18,115
Change in deferred revenue
(199,419)
(225,115)
Net change in operating assets and liabilities
(86,926)
(84,410)
Cash Used for Operating Activities
(86,094)
(126,519)
Investments in organic growth:
Composition spending
(16,604)
(20,033)
Additions to technology, property and equipment
(52,728)
(46,177)
Free Cash Flow
(155,426)
(192,729)
Other Investing and Financing Activities:
Acquisitions, net of cash
(135,753)
(16,681)
Repayment of long-term debt
(201,415)
(112,641)
Borrowings of short-term debt
50,000
Borrowings of long-term debt
480,400
201,600
Change in book overdrafts
(5,861)
285
Cash dividends
(35,883)
(35,166)
Purchase of treasury shares
(21,289)
(44,703)
Proceeds from exercise of stock options and other
15,703
465
Excess tax benefits from share-based compensation
187
527
Cash Provided by Investing and Financing Activities
96,089
43,686
Effects of Exchange Rate Changes on Cash
(37,059)
(163)
Decrease in Cash and Cash Equivalents for Period
$
(96,396)
(149,206)
RECONCILIATION TO GAAP PRESENTATION
Investing Activities:
Composition spending
$
(16,604)
(20,033)
Additions to technology, property and equipment
(52,728)
(46,177)
Acquisitions, net of cash
(135,753)
(16,681)
Cash Used for Investing Activities
$
(205,085)
(82,891)
Financing Activities:
Cash Used for Investing and Financing Activities
$
96,089
43,686
Excluding:
Acquisitions, net of cash
(135,753)
(16,681)
Cash Provided by Financing Activities
$
231,842
60,367
Note: The Companys management evaluates performance using free cash flow. The Company believes free cash flow provides a meaningful and comparable measure of performance. Since free cash flow is not a measure calculated in accordance with GAAP, it should not be considered as a substitute for other GAAP measures, including cash used for or provided by operating activities, investing activities and financing activities, as an indicator of performance.
JOHN WILEY SONS, INC.
SEGMENT RESTATEMENT
Fiscal Year 2016
Fiscal Year 2017
(Amounts in Millions)
(Amounts in Millions)
First Quarter
Ended July 31, 2015
Second Quarter
Ended October 31, 2015
Third Quarter
Ended January 31, 2016
Fourth Quarter
Ended April 30, 2016
For the Twelve Months
Ended April 30, 2016
First Quarter
Ended July 31, 2016
Research:
Revenue:
Journal Subscriptions
$ 161.6
$ 163.7
$ 125.7
$ 171.3
$ 622.3
$ 162.7
Author-Funded Access
5.7
6.2
6.4
7.4
25.7
7.5
Licensing, Reprints, Backfiles, and Other
37.4
37.8
51.5
52.1
178.8
37.0
Total Journal Revenue
204.7
207.7
183.6
230.8
826.8
207.2
Platform Services ( Atypon)
Total Revenue
$ 204.7
$ 207.7
$ 183.6
$ 230.8
$ 826.8
$ 207.2
Contribution to Profit
$ 63.2
$ 64.2
$ 43.9
$ 80.8
$ 252.1
$ 60.4
Publishing:
Revenue:
STM and Professional Publishing
$ 80.7
$ 80.2
$ 90.8
$ 79.2
$ 330.9
$ 70.7
Education Publishing
71.8
61.9
69.7
26.6
230.0
54.9
Total Books and Reference Material
152.5
142.1
160.5
105.8
560.9
125.6
Course Workflow (WileyPLUS)
1.0
18.4
21.9
17.2
58.5
0.9
Online Test Preparation and Certification
8.1
6.8
6.6
6.6
28.1
9.6
Licensing, Distribution, and Other
10.2
9.0
11.8
17.3
48.3
9.0
Total Revenue
$ 171.7
$ 176.3
$ 200.8
$ 146.9
$ 695.8
$ 145.1
Contribution to Profit
$ 29.8
$ 34.3
$ 47.3
$ 14.5
$ 125.9
$ 19.3
Solutions:
Revenue:
Online Program Management
$ 20.6
$ 23.1
$ 26.0
$ 26.7
$ 96.4
$ 23.2
Professional Assessment
13.2
15.8
13.2
15.2
57.4
13.5
Corporate Learning
12.7
10.5
13.0
14.5
50.7
15.4
Total Revenue
46.5
49.4
52.2
56.4
204.5
52.1
Contribution to Profit (Loss)
$ (4.0)
$ 2.4
$ 1.8
$ 4.1
$ 4.3
$ 0.1
Consolidated:
Total Revenue
$ 422.9
$ 433.4
$ 436.6
$ 434.1
$ 1,727.1
$ 404.4
Contribution to Profit
$ 89.0
$ 100.9
$ 93.0
$ 99.4
$ 382.3
$ 79.8
Unallocated Shared Services
(44.1)
(40.6)
(53.4)
(56.1)
(194.2)
(36.0)
Consolidated Operating Income
$ 44.9
$ 60.3
$ 39.6
$ 43.3
$ 188.1
$ 43.8
About JOHN WILEY & SONS, INC. (NASDAQ:JW)