---
schema_version: "secwatch.filing_event.v1"
accession: "0000107140-24-000002"
form_type: "8-K"
ticker: "WLY"
cik: "0000107140"
company_name: "JOHN WILEY & SONS, INC."
filed_at: "2024-01-02T23:59:59+00:00"
generated_at: "2026-06-07T05:03:21.982332+00:00"
event_type: "m_and_a"
sentiment: "neutral"
materiality_score: 0.7
calibrated_materiality_score: 0.7
confidence: "high"
source: SEC EDGAR
---

# Wiley completes sale of University Services to Academic Partnerships for ~$93M note plus 10% equity stake

## Summary
- Closed sale of University Services business to Academic Partnerships on January 1, 2024.
- Consideration: $92,944,700 unsecured seller note (10% interest, matures 2031) and 10% common units in buyer's parent.
- Note interest starts at 10% p.a., increasing to 12% after January 1, 2026.
- Principal may adjust for post-closing purchase price, customer consents, and earn-out payments.
- Covenants restrict incurrence of debt, liens, and dividends until note is fully repaid.

## SEC filing metadata
- accession: 0000107140-24-000002
- form_type: 8-K
- ticker: WLY
- cik: 0000107140
- company_name: JOHN WILEY & SONS, INC.
- filed_at: 2024-01-02T23:59:59+00:00
- event_type: m_and_a
- sentiment: neutral
- materiality_score: 0.7
- calibrated_materiality_score: 0.7
- confidence: high
- sec_items: 1.01, 7.01, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/107140/000010714024000002/0000107140-24-000002-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/107140/000010714024000002/jwa-20240102.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0000107140-24-000002
- JSON: https://secwatch.observer/filing/0000107140-24-000002.json
- Plain text: https://secwatch.observer/filing/0000107140-24-000002.txt

## Key facts
- Material Agreements
  JOHN WILEY & SONS, INC. entered into Membership Interest and Asset Purchase Agreement with Academic Partnerships, LLC valued at Issuance of unsecured promissory note in initial aggregate principal amount of $92,944,700.03 and co (effective 2023-11-13).
  - Action: entry
  - Agreement: asset purchase
  - Counterparty: Academic Partnerships, LLC
  - Value: Issuance of unsecured promissory note in initial aggregate principal amount of $92,944,700.03 and co
  - Effective: 2023-11-13
  source text: On January 1, 2024, John Wiley & Sons, Inc. (the “ Company ”) completed the previously announced sale of its University Services business (the “Transaction”) to Academic Partnerships, LLC, a Delaware limited liability company (“ Academic Partnerships ”). Pursuant to the Membership Interest and Asset Purchase Agreement, dated as of November 13, 2023 (as amended, the “ Purchase Agreement ”), by and among the Company, Academic Partnerships and Education Services Upper Holdings Corp., a Delaware corporation and indirect parent company of Academic Partnerships (“ Upper Holdings ”), at the closing of the Transaction (the “ Closing ”), (i) Upper Holdings issued an unsecured promissory note to the Company in an initial aggregate principal amount of $92,944,700.03 (the “ Seller Note ”), and (ii) TVG-Academic Partnerships Holdings, LLC, a Delaware limited liability company and the ultimate parent company of Academic Partnerships (“ TVG Holdings ”), issued to the Company a number of common units
  evidence_url: https://www.sec.gov/Archives/edgar/data/107140/000010714024000002/0000107140-24-000002-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.