JOHN WILEY & SONS, INC. 8-K

What Happened
John Wiley & Sons, Inc. reported that its indirect subsidiary, John Wiley & Sons Ltd., completed an Equity Purchase Agreement on June 1, 2026 to acquire Emerald Holding (the owner of Emerald Publishing) from CIG Emerald Midco LLC. The purchase price was GBP £337.5 million (approximately $452 million based on the June 1, 2026 exchange rate) subject to customary adjustments, and was funded from the Company’s cash on hand. The company issued a press release and a supplemental investor presentation on June 2, 2026 announcing the closing.

Key Details

• Buyer: John Wiley & Sons Ltd. (indirect wholly owned subsidiary of John Wiley & Sons, Inc.). Seller: CIG Emerald Midco LLC; target: Emerald Holding / Emerald Publishing.
• Purchase price: GBP £337.5 million (~$452 million), subject to customary purchase price adjustments; funded from Wiley’s cash on hand.
• Emerald Publishing assets: >480 peer‑reviewed journals, ~8,000 books, ~3,000 business cases; headquartered in Leeds, England; strengths in economics, business, finance, engineering and social sciences.
• Deal terms: customary reps, warranties and covenants (which do not survive closing); seller indemnity for certain tax matters; a restrictive covenant was delivered by an affiliate of the seller. Press release and investor presentation attached as Exhibits 99.1 and 99.2.

Why It Matters
This acquisition expands Wiley’s research and academic publishing portfolio, adding a large catalog of journals, books and teaching cases that complement Wiley’s existing offerings in business and the social sciences. The deal size (~£337.5M) and cash funding affect the company’s near‑term cash position and are material to investors evaluating Wiley’s growth strategy through acquisitions. Investors should note that contractual representations and warranties were made for the agreement’s purposes and do not necessarily reflect ongoing factual statements about the businesses.