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JW-A > SEC Filings for JW-A > Form 10-Q on 7-Sep-2007All Recent SEC Filings

Show all filings for WILEY JOHN & SONS, INC. | Request a Trial to NEW EDGAR Online Pro

Form 10-Q for WILEY JOHN & SONS, INC.


7-Sep-2007

Quarterly Report


ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

RESULTS OF OPERATIONS - FIRST QUARTER ENDED JULY 31, 2007

Revenue for the first quarter of fiscal year 2008 of $388.6 million increased 48% from $263.4 million in the prior year's first quarter, or 46% excluding the favorable impact of foreign exchange. Blackwell Publishing Ltd. ("Blackwell"), which was acquired on February 2, 2007, contributed $116.0 million to the revenue growth in the first quarter. Excluding Blackwell, revenue grew 3% to $272.5 million, or 2% excluding the favorable impact of foreign exchange. Professional/Trade reported strong results for the quarter. Global STM revenue, excluding Blackwell, increased 4% from the prior year including the favorable effect of foreign exchange. Following strong results in the first quarter of fiscal year 2007, U.S. Higher Education reported soft sales in the first quarter. We believe some of the U.S. Higher Education revenue shortfall is due to conservative fall semester ordering by college bookstores.

Gross profit margin for the first quarter of fiscal year 2008 decreased to 63.8% from 67.7% in the prior year mainly due to a lower gross margin on Blackwell sales and the adverse impact of a $6.2 million acquisition accounting adjustment to revenue and gross profit. Excluding the acquisition accounting adjustment, Blackwell's gross margin was approximately 57.8%. Excluding Blackwell and the effect of foreign exchange, gross profit margin declined 40 basis points to 67.3%.

Operating and administrative expenses increased 37% over the prior year mainly due to $43.7 million of incremental operating expenses related to Blackwell. Operating and administrative expenses excluding Blackwell and the unfavorable impact of foreign exchange increased 4%, principally due to employment costs to support business growth. Amortization of intangibles increased $6.1 million, principally due to acquisitions. The Blackwell acquisition contributed approximately $5.6 million of the increase.

Operating income improved 32% to $46.3 million in the first quarter of fiscal year 2008, including operating income of $15.2 million related to Blackwell. Operating income excluding Blackwell and the unfavorable impact of foreign exchange declined 10% to $31.1 million, principally due to the timing of revenue and planned expense growth. Net interest expense and other increased $14.6 million to $16.5 million, mainly due to finance costs associated with the Blackwell acquisition.

The effective tax rate for the first quarter of fiscal year 2008 was a benefit of 34.9%. In the first quarter of fiscal year 2008, the Company recorded a $15.3 million tax benefit associated with a new tax law enacted in the United Kingdom (U.K.) on July 19, 2007 that reduced the U.K. corporate income tax rate from 30% to 28%. The benefit recognized by the Company reflects the adjustment required to state all U.K.-related deferred tax balances at the new 28% corporate income tax rate which is effective April 1, 2008. The effective tax rates for the first quarter of fiscal years 2008 and 2007 excluding this benefit and without Blackwell were 28.0% and 33.6%, respectively. The decrease was principally due to a $2.4 million resolution of certain foreign tax matters with authorities. Blackwell's effective tax rate had, and is expected to have, a favorable impact on the Company's consolidated effective tax rate.

Reported earnings per diluted share and net income for the first quarter of fiscal year 2008 were $0.68 and $40.2 million, respectively. Excluding the non-cash deferred tax benefit, earnings per diluted share for the first quarter of fiscal years 2008 and 2007 were $0.42 and $0.38, respectively. See Non-GAAP Financial Measures described below. Excluding the tax benefit, Blackwell's results were accretive to net income and earnings per diluted share by approximately $3.2 million and $0.05, respectively.

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Based on first quarter results and market conditions, we continue to anticipate annual revenue growth in the mid-to-high single digits and EPS growth in the low-double digits, excluding the Blackwell acquisition and the aforementioned tax benefit.

Non-GAAP Financial Measures: The Company's management evaluates operating performance excluding unusual and/or nonrecurring events. The Company believes excluding such events provides a more effective and comparable measure of performance. Since adjusted net income and adjusted earnings per share are not measures calculated in accordance with GAAP, they should not be considered as a substitute for other GAAP measures, including net income and earnings per share as indicators of operating performance. Adjusted net income and adjusted earnings per diluted share excluding the tax benefit discussed above are as follows:

Reconciliation of Non-GAAP Financial Disclosure
                                                                                  For the Three Months
                                                                                     Ended July 31,

Net Income (in thousands)                                                             2007       2006
As Reported                                                                         $40,169     $21,945
Benefit on Change in U.K. Tax Rate                                                  (15,282)       -
Adjusted                                                                            $24,887     $21,945

                                                                                  For the Three Months
                                                                                     Ended July 31,

Earnings Per Diluted Share                                                            2007       2006
As Reported                                                                          $0.68      $0.38
Benefit on Change in U.K. Tax Rate                                                   (0.26)        -
Adjusted                                                                             $0.42       $0.38

Segment Highlights

Blackwell is reported below as a separate segment. As a result of the integration of Wiley and Blackwell, management responsibility and reporting of certain P/T and STM product lines were realigned as of May 1, 2007. Prior year results have been restated for this realignment for comparative purposes.

Professional/Trade (P/T)

Wiley's U.S. P/T revenue for the first quarter of fiscal year 2008 advanced 7% to $89.7 million. The solid first quarter performance was led by sales in technology, finance and architecture. Brand licensing and publishing rights continue to contribute to P/T's growth. Whatsonwhen Ltd., which was acquired in fiscal year 2007, contributed approximately $0.7 million to the top-line growth.

Direct contribution to profit for the first quarter of fiscal year 2008 improved 13% to $20.1 million. For the quarter, direct contribution margin increased 120 basis points to 22.4%, mainly due to product mix and lower provisions for royalty advances as a result of improved sales.

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First quarter highlights include the publication of Things I've Said by film actor Bruce Dern and Never Give Up by Tedy Bruschi. Technology titles published during the quarter include Creating Web Pages All-in-One Desk Reference For Dummies, 3rd edition by Richard Wagner; Networking for Dummies, 8th edition, by Doug Lowe; SAS For Dummies by Stephen McDaniel and the SAS Institute; and Hacking Windows Vista by Steve Sinchak. Pauline Frommer's Walt Disney World; Pauline Frommer's Washington D.C.; and three MTV Guide first editions (England, France, and Roadtrips U.S.A.) were released during the quarter. Several Betty Crocker and Pillsbury cookbooks published, including Just the Two of Us; Kids Cook, 2nd edition; Pillsbury Complete Cookbook Bonus Edition; C'Mon Over; and Bake-off Winners 2006.

The fourth edition of The Leadership Challenge by James M. Kouzes and Barry Z. Posner published in the first quarter. This flagship book has sold more than 1.5 million copies over its 20-year history. Several P/T titles received considerable media and customer attention, including: How by Dov Seidman, which was featured in Thomas Friedman's column in The New York Times, as well as on Good Morning America and the Charlie Rose show; A Year Without "Made in China" by Sara Bongiorni, which received extensive print, radio, and television coverage; Foreclosure Investing For Dummies by Ralph Robert; Cool Careers For Dummies, 3rd edition by Marty Nemko; and Sesame Street's C is for Cooking by Susan McQuillan.

Eric Tyson's Home Buying For Dummies, Patrick Lencioni's Five Dysfunctions of a Team, Kenneth L. Fisher's The Only Three Questions that Count and John C. Bogle's The Little Book of Common Sense continued to enjoy bestseller status.

Frommer's 50th Anniversary received significant media attention during the first quarter, including an Associated Press story, which appeared in the Dallas Morning News and the Chicago Sun-Times, a USA Today article, and an interview with Arthur Frommer on National Public Radio's Day to Day. In recognition of this milestone, Frommers.com introduced anniversary content and a blog by Arthur Frommer, featuring travel resources, tips, travel bargains, message boards, and current events.

Several P/T titles were honored with awards. Momentum: Igniting Social Change in the Connected Age by Allison H. Fine received the 2007 Terry McAdam Book Award for Outstanding Contribution to the Advancement of Nonprofit Management. Soul of a New Cuisine by Marcus Samuelsson won the 2007 James Beard Award for best cookbook of the year in the International category. Wiley author James Villas won a 2007 James Beard Foundation Journalism Award for Magazine Feature Writing. Francis D.K. Ching, author of 11 Wiley architecture titles including Form, Space, & Order, 3rd edition, received one of the National Design Awards. Chocolates on the Pillow Aren't Enough by Jonathan Tisch was named a finalist for the Quill Award for "Best Business Book of the Year".

Scientific, Technical, and Medical (STM)

U.S. STM revenue of $55.7 million was flat with the previous year's first quarter mainly due to the timing of journal, book and backfile releases. In addition to healthy journal license renewals, several new Enhanced Access Licenses were signed by academic and corporate customers around the world. Excluding Blackwell, global STM revenue was up 4%, including the favorable effect of foreign exchange.

Direct contribution to profit for the first quarter of fiscal year 2008 declined 5% to $25.0 million. Direct contribution margin decreased to 44.9% from 47.5% in the prior year. The decline in margin was primarily due to flat top-line results, while costs have increased as planned.

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Customers continue to take advantage of Wiley InterScience's wide range of access options. During the first quarter, the number of visits to Wiley InterScience increased by approximately 50% over prior year.

During the first quarter, U.S. STM signed several new, renewed, and extended contracts with societies to publish their journals, including a multi-year agreement with the American Association of Anatomists, with whom Wiley already partners, to publish Anatomical Sciences Education; the International Society for Autism Research to publish Autism Research; and the International Union of Biochemistry and Molecular Biology (IUBMB) to publish IUBMB Life, which resulted from the Union's positive experience publishing Biochemistry and Molecular Biology Education with Wiley.

Wiley is one of five STM publishers involved in a pilot project known as CrossCheck, which is designed to detect plagiarism in submitted journal articles. The pilot is administered by CrossRef, a reference-linking service, in conjunction with iParadigms, a plagiarism detection company.

Wiley reached an agreement with the Howard Hughes Medical Institute (HHMI), a major private contributor of biomedical research, to deposit post peer reviewed articles based on HHMI-funded research to PubMedCentral, the National Institutes of Health (NIH) digital archive of biomedical and life sciences journal articles. Wiley will be paid by HHMI.

Language to modify the NIH Public Access policy was included by the U.S. Congress in appropriations legislation that mandates deposit of articles based on NIH-funded research after a 12-month embargo period. Due to the efforts of publishers, including Wiley, the bill requires that the NIH implement its policy in accordance with copyright law. In the German legislature, the Bundesrat announced that "given the predominantly effective competition in the market for scientific information, public intervention is not advisable."

Higher Education

U.S. Higher Education revenue declined $3.6 million from last year's strong first quarter to $44.1 million. We believe some of the revenue shortfall is attributed to college bookstores ordering more conservatively for the fall semester than in the past. Higher sales of Microsoft Official Academic Course titles partially offset softness in other areas.

Direct contribution to profit for the first quarter of fiscal year 2008 declined 16% to $14.4 million. Direct contribution margin decreased to 32.6% from 35.7% in the prior year. The decline in margin was primarily driven by lower sales, higher deferred revenue on WileyPLUS sales and lower relative margins on the distribution of Microsoft Official Academic Course titles.

The Company continues to be encouraged by student and faculty interest in WileyPLUS, the integrated suite of content, learning, and teaching tools. While sales of WileyPLUS were strong in the first quarter, the revenue is deferred and recognized over the course of the semester. Given the increased penetration of WileyPLUS, approximately $1 million additional revenue was deferred this quarter as compared to the first quarter of fiscal year 2007. Direct contribution to profit as a percent of revenue declined mainly due to the top-line results.

Several key revisions are planned for the spring semester of this year, including: Intermediate Accounting, 12th edition update by Donald E. Kieso; Managerial Accounting, 4th edition by Jerry J. Weygandt and Paul D.Kimmel and Donald E. Kieso; and Principles of Anatomy and Physiology 12th edition by Gerard J. Tortora. These titles should have a positive effect on the second half of this fiscal year.

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During the quarter, Wiley signed an agreement with Gatlin Education Services (GES) for online courses in Emergency Management and in Homeland Security. GES is the world's largest provider of online workforce development programs. Wiley is the first publisher that GES has partnered with to provide the online course and accompanying textbooks.

Europe

Wiley Europe's revenue of $75.8 million was up 5% for first quarter, or 1% excluding favorable foreign exchange. Higher P/T revenue was partially offset by the timing of STM publications and lower advertising and backfile revenue. Revenue from The Cochrane Library, an evidence-based medicine collection published in collaboration with the National Health Service in the U.K., was strong as reflected in a 50% increase over the prior year.

Direct contribution to profit for the first quarter of fiscal year 2008 decreased 4% from the prior year, or 3% after adjusting for the effect of favorable foreign exchange. Direct contribution margin, excluding the effect of foreign exchange, decreased to 32.3% from 33.5% in the prior year. The decline was due to product mix and increased royalties.

During the quarter, Wiley Europe extended its agreement with the Royal Meteorological Society to collaborate on a new book series in Advancing Meteorological Sciences, as well as a Wiley Interdisciplinary Review (WIREs) project on Climate Change. Wiley-VCH announced the publication of ChemSusChem, a new journal on sustainable chemistry in collaboration with its European chemical society partners.

Recently published impact factors show very favorable trends for several leading Wiley-VCH journals. In the field of nanoscience and nanotechnology, Small received the highest initial impact factor for a journal specializing in the field. Angewandte Chemie International Edition increased its already impressive impact factor, further strengthening its position as the number one chemistry journal publishing original research and reviews. Electrophoresis increased its impact factor rising for the fourth consecutive year, while Advanced Materials is the second most cited journal in materials science.

The publication of eight travel titles in the U.K. accelerated the global expansion of P/T's travel guide program and strengthened the position of the Frommer's brand in markets outside North America. WileyPLUS continues to gain traction in Higher Education markets served by Wiley Europe in the Middle East, where an important new adoption has been won in Saudi Arabia.

Wiley reached an agreement to partner on a series of economic textbooks with the Office of Economic Co-operation & Development, which helps governments address the economic, social, and governance challenges of a global economy.

Blackwell

Blackwell revenue and direct contribution to profit for the first quarter of fiscal year 2008 were $116.0 million and $32.1 million, respectively. Included in these results are $5.6 million of amortization charges for intangible assets related to the acquisition. While not included in direct contribution to profit, interest expense principally related to debt incurred to acquire Blackwell was approximately $15.5 million in the quarter. Blackwell results were accretive to earnings per diluted share by approximately $0.05 in the quarter, excluding the aforementioned one-time tax benefit.

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New, renewed, and extended journal publishing relationships were forged during the first quarter with a number of societies, including the Society of Academic Emergency Medicine; International Life Sciences Institute; American College of Veterinary Internal Medicine; Canadian Society for Chemical Engineering; American Society of Transplant Surgeons and the American Society of Transplantation; International Society on Thrombosis and Haemostasis; Society for the Study of Addiction; International Association for the Scientific Study of Intellectual Disabilities; Institute of Psychoanalysis; the International Society for Bipolar Disorders; and others.

According to the Thomson ISIŽ 2006 ISI Journal Citation Reports, Wiley and Blackwell combined now publish more journals in the Social Science Citation Index than any other publisher. A third of these titles experienced significant increases in impact factors, more than any other publisher. In the life sciences, Ecology Letters increased its impact factor for the third consecutive year, retaining its position as the most highly cited primary research journal in ecology.

As part of Wiley's mission to help foster best practices in the scientific publishing industry, Blackwell published Peer Review and Manuscript Management in Scientific Journals: Guidelines for Good Practice by Irene Hames, the Managing Editor of The Plant Journal. The book is a practical manual published in association with the Association of Learned and Professional Society Publishers.

An innovative service, known as the Executive Seminars, was sponsored in London, Washington, Tokyo, Copenhagen, and Seoul. These events are aimed at current and potential society clients and feature talks by eminent external speakers on topics ranging from general STM publishing topics, such as ethics, peer review, and Web 2.0, to the practical aspects of publishing a journal. The seminars provide useful information to society clients, while enhancing the Company's status as an industry leader and attractive partner.

During the quarter, the merger of Wiley's STM business and Blackwell continued with particular emphasis on the integration of systems, processes, policies and procedures. Since July 1st, all Blackwell books and reference works are being sold and promoted by Wiley's sales forces throughout the Asia/Pacific and Europe, Middle East and Africa regions, resulting in opportunities to generate incremental revenue and cost synergies. We have also consolidated the institutional and corporate sales forces.

Critical decisions concerning publishing technology systems have been made and communicated. We are in the process of harmonizing financial management systems and reporting, content management, customer service and fulfillment and customer databases. We will shortly announce a plan and timeline for the integration of the Wiley and Blackwell online journals platforms.

Asia, Australia, and Canada

Wiley's revenue in Asia, Australia, and Canada advanced 14% to $32.0 million, or 9% excluding favorable foreign exchange. Strong sales across all businesses in Asia, Higher Education sales in Australia, and P/T results in Canada contributed to the first quarter growth. Direct contribution to profit for the first quarter of fiscal year 2008 increased $0.4 million to $5.0 million after adjusting for the effect of favorable foreign exchange.

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India was a significant contributor to first quarter results in Asia. Through the acquisition of Wiley Dreamtech (India) Private Ltd., in fiscal year 2006, the Company established direct access to the retail higher education markets in India, yielding robust sales for Wiley titles. P/T sales also climbed due to increased technology title adoptions and a growing retail market.

Wiley Australia began the year strongly with textbook adaptations and custom publications contributing to the growth. Wiley was the joint recipient of the Australian Awards for Excellence in Educational Publishing in the Tertiary Adaptation Single Title category for Principles of Accounting by Jerry J. Weygandt.

Wiley Canada results were driven by P/T sales. International sales of Canadian P/T titles nearly doubled from prior year, primarily due to strong frontlist and backlist titles with global appeal. Technology products and consumer cooking titles contributed to the year-on-year growth. P/T products selling into the higher education market also showed strong gains.

Shared Services and Administrative Costs

Shared services and administrative costs for the first quarter of fiscal year 2008 increased 36% to $73.4 million, mainly due to $16.9 million of incremental shared service and administrative costs related to Blackwell. Shared service and administrative costs excluding Blackwell and unfavorable foreign exchange increased 3% mainly due to higher employment costs to support business growth.

LIQUIDITY AND CAPITAL RESOURCES

The Company's Cash and Cash Equivalents balance was $113.8 million at the end of the first quarter 2008, compared with $25.6 million a year earlier. Cash Used by Operating Activities in the first quarter of fiscal year 2008 was $65.4 million compared with $38.5 million in the prior year. Included in Cash Used for Operating Activities is a use specifically related to post-acquisition Blackwell operations of approximately $26.0 million.

The first quarter of fiscal year 2008 Change in Deferred Revenue was a use of $97.6 million compared with $47.1 million in the previous year. The increase over the previous period was mainly due to the recognition of non-cash Blackwell journal subscription revenue. Cash for calendar year 2007 Blackwell journal subscriptions was received from November 2006 through January 2007. The revenue is recognized evenly over the 2007 calendar year. Due to the timing of the Blackwell acquisition (February 2, 2007), most cash for the current calendar year was received by Blackwell prior to the acquisition and was retained in the acquired business. Cash used for Changes in Operating Assets and Liabilities improved approximately $13.0 million to $37.0 million principally due to lower tax payments and lower trade receivables.

Cash Used for Investing Activities for the first quarter 2008 was $34.3 million compared to $25.9 million in the prior year. The Company invested $5.8 million in acquisitions of publishing assets and rights compared to $4.3 million in the prior year. Projected product development and property, equipment and technology capital spending for fiscal year 2008 is forecast to be approximately $105 million and $60 million, respectively, including incremental ongoing spending associated with Blackwell and significant one-time integration-related capital spending to merge the operations of the two businesses.

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First quarter of fiscal year 2008 investments in product development and property, plant and equipment increased approximately $6.9 million, including $6.7 million related to Blackwell. The increase primarily reflects increased spending for author advances and composition costs.

Cash provided by Financing Activities was $141.5 million in the first quarter of fiscal 2008, as compared to $20.1 million in the prior period. Financing activities in both periods included net borrowings under the credit facility to finance operations, payments of dividends to shareholders and the benefit of proceeds from stock option exercises. The Company increased its quarterly dividend to shareholders by 10% to $0.11 per share versus $0.10 per share in the prior year.

The Company believes its cash balances together with existing credit facilities are sufficient to meet its obligations. At July 31, 2007 the Company had approximately $1.1 billion of debt outstanding and approximately $253.4 million of unused borrowing capacity.

"Safe Harbor" Statement under the

Private Securities Litigation Reform Act of 1995

This report contains certain forward-looking statements concerning the Company's operations, performance, and financial condition. Reliance should not be placed on forward-looking statements, as actual results may differ materially from those in any forward-looking statements. Any such forward-looking statements are based upon a number of assumptions and estimates that are inherently subject to uncertainties and contingencies, many of which are beyond the control of the Company, and are subject to change based on many important factors. Such factors include, but are not limited to (i) the level of investment in new technologies and products; (ii) subscriber renewal rates for the Company's journals; (iii) the financial stability and liquidity of journal subscription agents; (iv) the consolidation of book wholesalers and retail accounts; (v) the market position and financial stability of key online retailers; (vi) the seasonal nature of the Company's educational business and the impact of the used book market; (vii) worldwide economic and political conditions; and (viii) the Company's ability to protect its copyrights and other intellectual property worldwide; (ix) the ability of the Company to successfully integrate acquired operations and realize expected opportunities; (x) other factors detailed from time to time in the Company's filings with the Securities and Exchange Commission. The Company undertakes no obligation to update or revise any such forward-looking statements to reflect subsequent events or circumstances.

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