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NYSE: WLY JOHN WILEY & SONS, INC. 8-K

Wiley acquires Emerald Publishing for $452M, reports record margins and 55% FCF growth

Filed June 16, 2026 · Period ending June 16, 2026 · ~2 min read

5 key changes 4 high relevance 3 sections

Key Changes

  • high

    Acquired Emerald Publishing for $452M (£337M) at 7x synergized EBITDA, adding 485 journals and $85M+ revenue with 37-38% margins. Expected accretive to Adjusted EPS in year one ($0.10) and FCF in year two.

    Exhibit 99.2 view on EDGAR →
  • high

    FY2026 Adjusted EBITDA margin expanded 220 bps to record 26.2%, Adjusted EPS rose 15% to $4.19, and Free Cash Flow surged 55% to $195M. Returned record $174M to shareholders including $100M in buybacks.

    Exhibit 99.1 view on EDGAR →
  • high

    AI revenue grew 23% to $49M with recurring revenue rapidly scaling from $8M base. Lifetime AI revenue reached $110M across 19 corporate customers including 7 of top 10 pharma companies. FY2027 recurring AI revenue expected to grow 2-3x.

    Exhibit 99.2 view on EDGAR →
  • high

    FY2027 guidance: low-to-mid single digit organic revenue growth, Adjusted EBITDA margin 26.5%-27.5%, Adjusted EPS $4.60-$5.05, and FCF $205M. Emerald adds $78M revenue (11 months) and $0.10 EPS accretion.

    Exhibit 99.1 view on EDGAR →
  • medium

    Appointed Jessica Kowalski as EVP and GM of Research from Microsoft, where she led global AI, data, and cloud services P&L. Previously 11 years at RELX transforming Elsevier and LexisNexis into analytics businesses.

    Exhibit 99.2 view on EDGAR →

Summary

Wiley reported strong fiscal 2026 results and announced a transformative acquisition that positions the company for accelerated growth in AI-enabled research publishing. The $452 million Emerald Publishing deal expands Wiley's journal portfolio to approximately 2,500 titles and establishes category leadership in economics, business, finance, and social sciences.

At 7x synergized EBITDA with $30 million in expected annual cost synergies, the acquisition is immediately accretive to earnings and cash-generative within two years. Operational execution was exceptional: Adjusted EBITDA margin reached a record 26.2% (up 220 basis points), free cash flow conversion hit 44%, and the company returned a record $174 million to shareholders.

The AI monetization strategy is gaining traction with recurring revenue scaling rapidly and lifetime AI revenue surpassing $110 million. Partnerships with IQVIA, OpenEvidence, AWS, Anthropic, and Microsoft are integrating Wiley's research content into clinical workflows and AI platforms. Fiscal 2027 guidance projects continued margin expansion to 26.5%-27.5% and adjusted EPS growth to $4.60-$5.05, with Emerald contributing $0.10. The appointment of Jessica Kowalski from Microsoft to lead Research brings deep AI and data analytics expertise at a pivotal moment. With net debt-to-EBITDA at 1.4x post-acquisition and strong cash generation, Wiley has financial flexibility to execute its AI-first research publishing strategy while maintaining shareholder returns.

Section-by-Section Diff

Event · Exhibit 99.2

Wiley reported Q4 and FY2026 earnings, announced the $452M acquisition of Emerald Publishing, and provided FY2027 guidance.

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Added Emerald Publishing acquisition high

Added in current filing · view on EDGAR →

Acquired Emerald for £337M, or USD $452M Valued at single-digit EBITDA multiple on a synergized basis (7x Adjusted EBITDA) Expected to be accretive to Adjusted EPS in Year 1 and Free Cash Flow in Year 2 Expected to achieve ROIC above our weighted average cost of capital by Year 2

Wiley acquired Emerald Publishing for $452 million (£337M) on June 1, 2026. The transaction is valued at approximately 7x Adjusted EBITDA including anticipated cost synergies of approximately $30 million annually. Emerald is a leading independent research publisher in social sciences with 485 journals, generating $85M+ in projected FY2026 revenue with 37-38% Adjusted EBITDA margin. The acquisition expands Wiley's journal portfolio to approximately 2,500 titles and establishes category leadership in economics, business, finance, and social sciences. Management expects the deal to be accretive to Adjusted EPS in year one and Free Cash Flow in year two, with ROIC above the weighted average cost of capital by year two. Note: these figures were previously disclosed in the company's Jun 2, 2026 8-K.

Added FY2026 financial results high

Added in current filing · view on EDGAR →

Adj. Revenue* 0% $1,677M GAAP EPS ▲$2.63 $4.16 Adj. EPS* ▲15% $4.19 Adj. EBITDA* ▲10% $440M FCF ▲55% $195M

For fiscal year 2026 ended April 30, Wiley reported Adjusted Revenue of $1,677 million (flat year-over-year, up 1% including currency impact). GAAP EPS increased $2.63 to $4.16, while Adjusted EPS grew 15% to $4.19. Adjusted EBITDA rose 10% to $440 million with margin expanding 220 basis points to 26.2%. Free Cash Flow surged 55% to $195 million with a 44% conversion ratio. The company returned a record $174 million to shareholders including $100 million in share repurchases. Performance was driven by mid-single digit growth in Research (up 4%) offset by market-related challenges in Learning (down 7%).

Added FY2027 guidance high

Added in current filing · view on EDGAR →

Organic Revenue Growth* Low to mid single digit growth (Research: mid-single digit growth) Adjusted EBITDA Margin 24.0% 26.2% 26.5% to 27.5% Adjusted EPS $3.64 $4.19 $4.60 to $5.05 Free Cash Flow $126M $195M $205M

For fiscal 2027, Wiley expects low to mid single digit organic revenue growth (excluding the Emerald acquisition impact of $78 million and foreign exchange), with Research growing mid-single digits. Adjusted EBITDA margin is projected at 26.5% to 27.5%, up from 26.2% in FY2026. Adjusted EPS guidance is $4.60 to $5.05, representing growth from $1,677 in FY2026, with the Emerald acquisition expected to contribute approximately $0.10 accretion. Free Cash Flow is expected at $205 million, up from $195 million, though the Emerald acquisition will be dilutive by $15 million in year one. The outlook reflects continued strength in Research, improvement in Learning, and ongoing demand for Wiley's content in AI applications.

Added AI revenue growth high

Added in current filing · view on EDGAR → · paraphrased

AI Revenue (recurring revenue rapidly scaling) $1M $8M $23M $40M $49M 2-3x $110M+ Lifetime AI Revenue 19 Corporate Subscription Customers

Wiley's AI and data analytics revenue grew 23% to $1,677 in FY2026, with recurring revenue rapidly scaling from an $8 million base. Lifetime AI revenue has reached $110 million. The company now serves 19 corporate subscription customers including 7 of the top 10 pharmaceutical companies, has 4 LLM training customers, and 41 publisher partners in its Nexus AI licensing service. For FY2027, management expects recurring AI revenue to grow 2-3x from the $8 million base, driven by multi-year partnerships and increased corporate momentum. Strategic partnerships announced include collaborations with IQVIA, OpenEvidence, AWS, Anthropic, and Microsoft to integrate Wiley's research content into AI platforms and clinical workflows.

Added Executive leadership appointment medium

Added in current filing · view on EDGAR →

Jessica Kowalski as New Research Leader Proven innovator from RELX, AWS, and Microsoft • Executive Vice President & General Manager, Research • Leads Wiley’s next phase of AI-enabled research publishing and partnerships across the global knowledge ecosystem • Brings more than two decades of experience leading knowledge, data, research publishing, and AI-enabled businesses at global scale • Joins from Microsoft, where she held full P&L accountability for a large-scale global AI, data, and cloud services business; previously led data and analytics partnerships at Amazon Web Services • Deep publishing roots: 11 years at RELX in senior positions at Elsevier and LexisNexis, central to transforming the business from a content-centric publisher into an information analytics company

Wiley appointed Jessica Kowalski as Executive Vice President and General Manager of Research to lead the company's next phase of AI-enabled research publishing. Kowalski brings over two decades of experience in knowledge, data, research publishing, and AI-enabled businesses at global scale. She joins from Microsoft where she held full P&L accountability for a large-scale global AI, data, and cloud services business, and previously led data and analytics partnerships at Amazon Web Services. She spent 11 years at RELX in senior positions at Elsevier and LexisNexis, where she was central to transforming the business from a content-centric publisher into an information analytics company.

Event · Exhibit 99.1

Wiley reported Q4 and FY2026 earnings with record margins, acquired Emerald Publishing, and issued FY2027 guidance.

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Added FY2026 earnings and margins high

Added in current filing · view on EDGAR →

GAAP performance vs. prior year: Revenue of $1,677 is flat including impact of divestitures; Operating Income of $277 million vs. $221 million (+25%); and Diluted Earnings Per Share (EPS) of $4.16 vs. $1.53

•Adjusted Results at constant currency: Adjusted Revenue of $1,677 million vs. $1,660 million (+1% or flat at constant currency) with Research growth offset by market-related softness in Learning; Adjusted Operating Income of $296 million up 18% with margin expanding by 260 basis points to a record 17.7%; Adjusted EBITDA of $440 million up 10% with margin expanding by 220 basis points to 26.2%; Adjusted EPS rose 15% to $4.19

Wiley reported flat revenue of $65 million for fiscal 2026, but operating income rose 25% to $277 million and diluted EPS increased from $1.53 to $4.16. On an adjusted basis, operating margin expanded 260 basis points to a record 17.7%, and adjusted EBITDA margin improved 220 basis points to 26.2%, driven by cost discipline and efficiency gains. Research segment growth offset weakness in Learning.

Added Emerald Publishing acquisition high

Added in current filing · view on EDGAR →

after fiscal year-end, acquired Emerald Publishing to increase scale in Research and proprietary content advantage in AI economy

Wiley acquired Emerald Publishing after the fiscal year-end to expand its Research segment and strengthen its content position for AI applications. The FY2027 outlook indicates Emerald will contribute $78 million in revenue (11 months), be accretive to adjusted EPS by approximately $0.10, but dilutive to free cash flow by $15 million in the first year, with free cash flow accretion expected in FY2028.

Added Free cash flow and shareholder returns high

Added in current filing · view on EDGAR →

Continued cash flow growth: Operating Cash Flow of $261 million (+29%) and Free Cash Flow of $195 million (+55%) driven by higher cash earnings and lower capex moderated by late renewal signings impacting the timing of cash collection

•Record return to shareholders: Returned record $174 million to shareholders through dividends and share repurchases, including $100 million of repurchases, and raised dividend for 32nd consecutive year

Operating cash flow increased 29% to $261 million and free cash flow rose 55% to $195 million, driven by higher earnings and lower capital expenditures. Wiley returned a record $174 million to shareholders, including $100 million in share repurchases (up from $60 million prior year) and raised its dividend for the 32nd consecutive year. Net debt-to-EBITDA improved to 1.4x from 1.8x.

Added FY2027 guidance high

Added in current filing · view on EDGAR →

Fiscal 2027 Outlook | Metric | Fiscal 2025 | Fiscal 2026 | Fiscal 2027 Outlook | Organic Revenue Growth* | Low-to-mid single digit growth | (Research: mid-single digit growth) | Adjusted EBITDA Margin | 24.0% | 26.2% | 26.5% to 27.5% | Adjusted EPS | $3.64 | $4.19 | $4.60 to $5.05 | Free Cash Flow | $126M | $195M | $205M

*Organic Revenue Growth” excludes the effects of the Emerald acquisition and currency movements. All other metrics include the addition of Emerald. Emerald is projected to add $78 million to Revenue (11 months of Fiscal Year) and be accretive to Adjusted EPS by approximately $0.10 and dilutive to Free Cash Flow by $15 million (the Emerald acquisition is expected to turn Free Cash Flow accretive in Fiscal 2028)

Wiley issued FY2027 guidance projecting low-to-mid single digit organic revenue growth (mid-single digit in Research), adjusted EBITDA margin of 26.5% to 27.5% (up from 26.2%), adjusted EPS of $4.60 to $5.05 (up from $4.19), and free cash flow of $205 million (up from $195 million). The Emerald acquisition will add $78 million in revenue and $0.10 to adjusted EPS but will be $15 million dilutive to free cash flow in year one.

Event · Item 7.01 — Regulation FD Disclosure

~100 words

Wiley furnished Q4 FY2026 earnings call presentation materials under Regulation FD.

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Added Q4 FY2026 earnings call materials low

Added in current filing · verify on EDGAR →

On June 16, 2026, the Company held its fourth quarter fiscal year 2026 earnings conference call. The Company is furnishing as Exhibit 99.2 to this Current Report on Form 8-K the presentation materials that were provided and discussed during the earnings conference call.

Wiley disclosed that it held its Q4 fiscal 2026 earnings call on June 16, 2026, and furnished the presentation materials as an exhibit. This is a routine Regulation FD disclosure providing investors access to materials discussed during the earnings call.

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