SEC Info - John Wiley & Sons, Inc. - ‘8-K’ for 3/4/21

SAFE HARBOR STATEMENTThis presentation contains certain forward-looking statements concerning the Company's operations, performance, and financial condition. Reliance should not be placed on forward-looking statements, as actual results may differ materially from those in any forward-looking statements. Any such forward-looking statements are based upon many assumptions and estimates that are inherently subject to uncertainties and contingencies, many of which are beyond the control of the Company and are subject to change based on many important factors. Such factors include, but are not limited to: (i) the level of investment in new technologies and products; (ii) subscriber renewal rates for the Company's journals; (iii) the financial stability and liquidity of journal subscription agents; (iv) the consolidation of book wholesalers and retail accounts; (v) the market position and financial stability of key retailers; (vi) the seasonal nature of the Company's educational business and the impact of the used book market; (vii) worldwide economic and political conditions; (viii) the Company's ability to protect its copyrights and other intellectual property worldwide (ix) the ability of the Company to successfully integrate acquired operations and realize expected opportunities; (x) the Company’s ability to realize operating savings over time and in fiscal year 2021 in connection with our multi-year Business Optimization Program; (xi) the impact of COVID-19 on our operations, performance, and financial condition; and (xii) other factors detailed from time to time in the Company's filings with the Securities and Exchange Commission. The Company undertakes no obligation to update or revise any such forward-looking statements to reflect subsequent events or circumstances. NON-GAAP MEASURESIn this presentation, management provides the following non-GAAP performance measures:Adjusted Earnings Per Share (“Adjusted EPS”);Free Cash Flow less Product Development Spending;Adjusted Revenue;Adjusted Operating Income and margin;Adjusted Contribution to Profit (“Adjusted CTP”) and margin;Adjusted EBITDA;Organic revenue; andResults on a constant currency (“CC”) basis.Management believes non-GAAP financial measures, which exclude the impact of restructuring charges and credits and other items, provide supplementary information to support analyzing operating results and earnings and are commonly used by shareholders to measure our performance. Free Cash Flow less Product Development Spending helps assess our ability over the long term to create value for our shareholders. Results on a constant currency basis removes distortion from the effects of foreign currency movements to provide better comparability of our business trends from period to period. We measure our performance before the impact of foreign currency (or at “constant currency” “CC”), which means that we apply the same foreign currency exchange rates for the current and equivalent prior period.

Wiley is increasing the speed, volume, and impact of research and education Business Review Wiley is increasing the speed, accessibility, and impact of research and education

Digital and tech-enabled services growing 7% TTMShare of revenue from digital: Research – 95%Education Services – 100%Academic & Professional – 56% and acceleratingRecurring revenue – 55% Print declining as share of portfolio but still profitableDigital enables lower cost, increased volume and attractive profitability 83%Digital Products & Services 17%Print TTM Wiley is a digital companyStrong growth in digital content, platforms, and services

Open Research Online Education Digital Curriculum Article Output +17%OA Revenue +40%Hindawi strengthens OA position and accelerates strategyStrategic read and publish agreements yielding strong momentum Online Enrollment +13%New Student Starts +19%New university partnerships and programs around the worldGrowing momentum for tech-talent training and placement Digital Content Revenue +20%Digital Courseware Activations+24%WileyPLUS records 1M activations – a first in a fiscal year periodzyBooks with 325K students at 900 universities and 60%+ revenue growth Consistent strategies aligned with accelerating growth trends YTD

Research Publishing & Platforms Revenue and profit as expected, with strong open access growth and impact from acquisitions offsetting COVID-related subscription pressure; Q3 EBITDA margin of 34%Academic & Professional Learning Continued digital growth across the segment; profit improvement from business optimization initiatives and COVID-related savings; Q3 EBITDA margin of 29%Education ServicesStrong organic growth and continued double-digit increases in new student starts and enrollment; Q3 EBITDA margin of 19% Focused execution driving strong momentum and earnings growth *At constant currency **Decline driven by restructuring charges totaling $0.28/share (mostly real estate)Revenue -1% excluding impact of acquisitions and foreign exchange Revenue+2%*$483M GAAP EPS-$0.24**$0.39 Adj. EPS+6%*$0.68 Adj. EBITDA+7%* $104M Third Quarter Performance

Publishing revenue +1% as expected Open access growth offsetting modest pricing pressure in subscriptionsStrong momentum in corporate solutions (career centers)Platforms’ revenue +4% reflecting new client launches and 99% retentionEBITDA performance muted by planned investment in process optimization and automation; Adjusted EBITDA margin at 34% for quarter Research Publishing & Platforms Growth in Open Access (OA) and Platforms offsetting modest COVID-related subscription pricing pressure Change at constant currency Revenue -2% excluding acquisitions and impact of FX Revenue+1%$240M Adj. EBITDAEven$82M Article Output+17%YTD Content Usage+20%YoY

Research – Spotlight on HindawiAcquisition of rapidly growing OA publisher brings substantial revenue synergy and operational efficiencies Highly complementary with over 200 high-quality OA journalsAccelerates article cascade strategy with expanded portfolio optionsAdds highly-effective, low-cost infrastructure for increased publishing speed and capacity and author-friendly workflowsOA publishing services complement Wiley’s Research Platforms business and society partnerships FY20 Revenue$38M FY20 Rev Growth+50% FY20 EBITDA%45% “We assign this move a positive rating because Wiley’s expectations of synergistic revenue opportunities across a larger pool of diversified customers are realistic…Open access favors publishers with extensive, diverse portfolios of OA articles, proven thought leadership, and an appetite for innovation.” Hindawi’s fiscal year ending December 31, 2020. EBITDA excludes acquisition costs. -Research Industry Analyst

Academic & Professional LearningContinued momentum in digital courseware and further recovery in Professional Learning Education Publishing -4% with continued digital growth offset by declines in printed course material and COVID-related declines in test prepProfessional Learning -4% with signs of recovery in corporate e-learning and training and in trade publishingEBITDA growth mainly from business optimization initiatives and COVID-related savings; Adjusted EBITDA margin at 29% for quarter Change at constant currency Revenue-4%$174M Adj. EBITDA+2%$50M Digital Content Revenue+10%YoY Courseware Activations+20%YoY

Education Services organic revenue growth of 13% from strong enrollment and program launchesFour full-service partners added – Tel Aviv (Israel), Lebanese American (Lebanon), New Mexico Highlands (US) and Spring Hill (US); New York University (US) added as unbundled services partnermthree momentum increasing – new Fortune 500 corporate clients, solid pipeline and 10%+ placement growth over prior quarterAdjusted EBITDA margin at 19% for quarter Change at constant currencyRevenue at constant currency up 13% excluding mthree acquisition (+$7M) Education ServicesProfitable growth strategy yielding strong results; online university program demand accelerating Revenue+24%$69M Adj. EBITDA+$12M$13M Enrollment+15%YoY New Student Starts+29%YoY

Financial ReviewJohn KritzmacherEVP & CFO

Cash Flow, Balance Sheet, and Returns to Shareholders Free Cash Flow: $80M (vs. $5M in prior year period) due to improved earnings, working capital timing and lower capexCapex: $75M YTD (vs. $84M in prior year period) focused on tech-enabled products and services, as well as process optimization and automationModest Leverage: Net Debt/EBITDA 2.2 TTM inclusive of $298M Hindawi acquisitionAmple Liquidity: $620M including $91M cash on hand and $529M of undrawn credit capacityShare Repurchases: resumed in early January; acquired 147K shares at average cost of $48.09/ share Capital Allocation

Business Optimization and Cost Measures Research: end-to-end publishing process optimization, including automating cascade, accelerating time-to-publish, increasing scale efficiencies and reducing overall cost per article; Hindawi acquisition a catalyst for further gainsAcademic & Professional Learning: build out of ecommerce capabilities to leverage accelerated shift to direct-to-consumerEducation Services: optimization of student journey, from inquiry to enrollment Virtual work environment made permanent for small office locations; hybrid model planned for larger facilitiesGlobal footprint reduced by 12%$21M restructuring charge to yield ~$8M in annualized savings Continued savings in travel and marketing eventsAnticipate much-reduced steady state travel and event spending post-pandemic Business Optimization Facilities COVID-Related Savings

Fiscal 2020Actual Fiscal 2021 Previous Outlook Fiscal 2021 Current Outlook Revenue $1,831M $1,865-$1,885M Raised, $1,900-$1,920M Adjusted EBITDA $356M $380-$395M Raised, $395-$410M Adjusted EPS $2.40 $2.50-$2.70 Raised, $2.60-$2.75 Free Cash Flow $173M $175-$200M Raised, $200-$225M Full Year Outlook Raised Current outlook reflects actual currency impact to date, current exchange rates sustained through Q4 (Euro at $1.18 and Pound Sterling at $1.32), and the approximate four-month impact of the Hindawi acquisition (Revenue +$10M, Adjusted EBITDA neutral, and Adjusted EPS -$0.15).

Key Takeaways Continued strong momentum in Research publishing output and digital platforms Increasing adoption of digital content and courseware across Academic & Professional Strong growth in online enrollment and career-focused degree programs in Education Services Expanding network of universities, societies and corporate partners Advancing core growth strategies through targeted M&A Raised full year outlook for revenue, earnings, and cash flow

Thanks for joining us Earnings material and events calendar at https://www.wiley.com/en-us/investorsQ4 2021 Earnings Call – JuneContact us for follow-up at brian.campbell@wiley.com | +1(201) 748-6874

Appendix – Reconciliation of Adjusted EPS

Appendix – Reconciliation of Adjusted EBITDA

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John Wiley & Sons, Inc. – ‘8-K’ for 3/4/21 – ‘EX-99.2’

On: Thursday, 3/4/21, at 2:12pm ET · For: 3/4/21 · Accession #: 107140-21-11 · File #: 1-11507

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