{"schema_version":"secwatch.filing_event.v1","accession":"0000107140-24-000004","form_type":"8-K","ticker":"WLY","cik":"0000107140","company_name":"JOHN WILEY & SONS, INC.","filed_at":"2024-01-09T23:59:59+00:00","discovered_at":"2026-05-14T18:03:23.294895+00:00","generated_at":"2026-06-07T01:16:32.604568+00:00","sec_items":["1.01","7.01","9.01"],"event_type":"m_and_a","sentiment":"neutral","materiality_score":0.7,"calibrated_materiality_score":0.7,"confidence":"high","headline":"Wiley sells Wiley Edge business for up to $62.2M; includes earnout and loan note","bullets":["Total consideration up to $62.2M: $10M cash, $18.3M seller note (8% annual interest, 4-year maturity), up to $33.9M earnout based on gross profit targets over 3 fiscal years.","Inspirit has committed equity financing for the base purchase price; the transaction is not subject to a financing contingency.","Closing is targeted for Q1 2024, subject to customary conditions including regulatory approvals and absence of governmental order.","Earnout could accelerate if Inspirit sells the business within two years post-close; maximum earnout would be paid if sale occurs during earnout period."],"urls":{"canonical":"https://secwatch.observer/filing/0000107140-24-000004","json":"https://secwatch.observer/filing/0000107140-24-000004.json","markdown":"https://secwatch.observer/filing/0000107140-24-000004.md","text":"https://secwatch.observer/filing/0000107140-24-000004.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/107140/000010714024000004/0000107140-24-000004-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/107140/000010714024000004/jwa-20240108.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-06-07T01:16:32.604568+00:00"},"review":{"review_status":"machine_generated","human_reviewed":false,"corrected":false,"correction_note":null,"correction_timestamp":null,"superseded_by":null,"related_filings":[]},"source_grounded_claims":[{"claim_id":"f5bd6ea82a39632ae0796ee6fc939e7af2a8e3be","claim":"JOHN WILEY & SONS, INC. entered into Stock and Asset Purchase Agreement with Inspirit Vulcan Bidco Limited valued at potential maximum amount of up to $62,202,000 (effective 2024-01-08).","evidence_excerpt":"On January 8, 2024, John Wiley & Sons, Inc. (the “ Company ”) entered into a Stock and Asset Purchase Agreement (the “ Purchase Agreement ”) with Inspirit Vulcan Bidco Limited","evidence_source":"SEC 8-K Item 1.01/1.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/107140/000010714024000004/0000107140-24-000004-index.htm","confidence":0.9,"family_label":"Material Agreements","details":[{"label":"Action","value":"entry"},{"label":"Agreement","value":"asset purchase"},{"label":"Counterparty","value":"Inspirit Vulcan Bidco Limited"},{"label":"Value","value":"potential maximum amount of up to $62,202,000"},{"label":"Effective","value":"2024-01-08"}],"fact_type":"material_agreement"}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}