secwatch.observer — SEC 8-K summary ====================================== Issuer: JOHN WILEY & SONS, INC. (WLY) CIK: 0000107140 Form: 8-K Filed at: 2024-01-09T23:59:59+00:00 Accession: 0000107140-24-000004 Event type: m_and_a Sentiment: neutral Materiality: 0.70 Item codes: 1.01, 7.01, 9.01 LLM model: deepseek-v4-flash:cloud@v2 Wiley sells Wiley Edge business for up to $62.2M; includes earnout and loan note -------------------------------------------------------------------------------- - 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. Source: EDGAR index: https://www.sec.gov/Archives/edgar/data/107140/000010714024000004/0000107140-24-000004-index.htm Primary doc: https://www.sec.gov/Archives/edgar/data/107140/000010714024000004/jwa-20240108.htm HTML page: https://secwatch.observer/filing/0000107140-24-000004 License: Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer