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Reconciliation of Weighted Average Shares Outstanding
12 Months Ended
Apr. 30, 2021
Reconciliation of Weighted Average Shares Outstanding [Abstract]  
Reconciliation of Weighted Average Shares Outstanding
Note 5 – Reconciliation of Weighted Average Shares Outstanding

A reconciliation of the shares used in the computation of earnings (loss) per share follows (shares in thousands):

   
For the Years Ended April 30,
 
 
2021
   
2020
   
2019
 
Weighted average shares outstanding
   
55,931
     
56,224
     
57,240
 
Less: Unvested restricted shares
   
(1
)
   
(15
)
   
(48
)
Shares used for basic earnings (loss) per share
   
55,930
     
56,209
     
57,192
 
Dilutive effect of unvested restricted stock units and other stock awards
   
531
     
     
648
 
Shares used for diluted earnings (loss) per share
   
56,461
     
56,209
     
57,840
 
Antidilutive options to purchase Class A common shares, restricted shares, warrants to purchase Class A common shares and contingently issuable restricted stock which are excluded from the table above
   
982
     
1,677
     
958
 

In calculating diluted net loss per common share for the year ended April 30, 2020, our diluted weighted average number of common shares outstanding excludes the effect of unvested restricted stock units and other stock awards as the effect was anti-dilutive. This occurs when a US GAAP net loss is reported and the effect of using dilutive shares is antidilutive.

The shares associated with performance-based stock awards are considered contingently issuable shares and will be included in the diluted weighted average number of common shares outstanding when they have met the performance conditions and when their effect is dilutive. 


Note 6 – Accumulated Other Comprehensive Loss

Changes in Accumulated Other Comprehensive Loss by component, net of tax, for the years ended April 30, 2021, 2020, and 2019 were as follows:

 
Foreign
Currency
Translation
   
Unamortized
Retirement
Costs
   
Interest
Rate Swaps
   
Total
 
Balance at April 30, 2018
 
$
(251,573
)
 
$
(191,026
)
 
$
3,019
   
$
(439,580
)
Other comprehensive (loss) income before reclassifications
   
(60,534
)
   
(9,422
)
   
1,121
     
(68,835
)
Amounts reclassified from Accumulated other comprehensive loss
   
     
4,391
     
(4,714
)
   
(323
)
Total other comprehensive loss
   
(60,534
)
   
(5,031
)
   
(3,593
)
   
(69,158
)
Balance at April 30, 2019
 
$
(312,107
)
 
$
(196,057
)
 
$
(574
)
 
$
(508,738
)
Other comprehensive loss before reclassifications
   
(28,596
)
   
(36,965
)
   
(5,988
)
   
(71,549
)
Amounts reclassified from Accumulated other comprehensive loss
   
     
5,102
     
(312
)
   
4,790
 
Total other comprehensive loss
   
(28,596
)
   
(31,863
)
   
(6,300
)
   
(66,759
)
Balance at April 30, 2020
 
$
(340,703
)
 
$
(227,920
)
 
$
(6,874
)
 
$
(575,497
)
Other comprehensive income (loss) before reclassifications
   
82,762
     
(6,273
)
   
(639
)
   
75,850
 
Amounts reclassified from Accumulated other comprehensive loss
   
     
6,047
     
2,810
     
8,857
 
Total other comprehensive income (loss)
   
82,762
     
(226
)
   
2,171
     
84,707
 
Balance at April 30, 2021
 
$
(257,941
)
 
$
(228,146
)
 
$
(4,703
)
 
$
(490,790
)

For the years ended April 30, 2021, 2020 and 2019, pretax actuarial losses included in Unamortized Retirement Costs of approximately $7.8 million, $6.4 million, and $5.5 million respectively, were amortized from Accumulated Other Comprehensive Loss and recognized as pension and post-retirement benefit expense in Operating and administrative expenses and Other income on the Consolidated Statements of Income (Loss).

Our policy for releasing the income tax effects from accumulated other comprehensive (loss) income is to release when the corresponding pretax accumulated other comprehensive (loss) income items are reclassified to earnings.


Note 7 – Restructuring and Related Charges

Business Optimization Program

Beginning in fiscal year 2020, we initiated a multiyear Business Optimization Program (the Business Optimization Program) to drive efficiency improvement and operating savings.

The following tables summarize the pretax restructuring charges related to this program:

   
For the Years Ended April 30,
       
 
2021
   
2020
   
Total Charges Incurred to Date
 
Charges by Segment:
                 
Research Publishing & Platforms
 
$
99
   
$
3,546
   
$
3,645
 
Academic & Professional Learning
   
3,229
     
10,475
     
13,704
 
Education Services
   
531
     
3,774
     
4,305
 
Corporate Expenses
   
29,590
     
15,018
     
44,608
 
Total Restructuring and Related Charges
 
$
33,449
   
$
32,813
   
$
66,262
 
                         
Charges (Credits) by Activity:
                       
Severance and termination benefits
 
$
11,531
   
$
26,864
   
$
38,395
 
Impairment of operating lease ROU assets and property and equipment
   
14,918
     
161
     
15,079
 
Acceleration of expense related to operating lease ROU assets and property and equipment
   
3,378
     
     
3,378
 
Facility related charges
   
3,684
     
3,986
     
7,670
 
Other activities
   
(62
)
   
1,802
     
1,740
 
Total Restructuring and Related Charges
 
$
33,449
   
$
32,813
   
$
66,262
 

In November 2020, in response to the COVID-19 pandemic and the Company’s successful transition to a virtual work environment, we increased use of virtual work arrangements for post-pandemic operations. As a result, we expanded the scope of the Business Optimization Program to include the exit of certain leased office space beginning in the three months ended January 31, 2021, and the reduction of our occupancy at other facilities. We are reducing our real estate square footage occupancy by approximately 12%. These actions resulted in a pretax restructuring charge of $18.3 million in the three months ended January 31, 2021. This restructuring charge primarily reflects the following noncash charges:
 
impairment charges of $14.9 million recorded in our corporate category, which included the impairment of operating lease ROU assets of $10.6 million related to certain leases that will be subleased, and the related property and equipment of $4.3 million described further below, and
acceleration of expense of $3.4 million, which included the acceleration of rent expense associated with operating lease ROU assets of $2.9 million related to certain leases that will be abandoned or terminated and the related depreciation and amortization of property and equipment of $0.5 million.

Due to the actions taken above, we tested the operating lease ROU assets and the related property and equipment for those being subleased for recoverability by comparing the carrying value of the asset group to an estimate of the future undiscounted cash flows expected to result from the use and eventual disposition of the asset group. Based on the results of the recoverability test, we determined that the undiscounted cash flows of the asset groups were below the carrying values. Therefore, there was an indication of impairment. We then determined the fair value of the asset groups by utilizing the present value of the estimated future cash flows attributable to the assets. The fair value of these operating lease ROU assets and the property and equipment immediately subsequent to the impairment was $7.5 million and is categorized as Level 3 within the FASB ASC Topic 820, “Fair Value Measurements” fair value hierarchy.

In addition, we also incurred ongoing facility-related costs associated with certain properties that resulted in additional restructuring charges of $3.7 million in the year ended April 30, 2021.

Other Activities for the year ended April 30, 2020 primarily relate to reserves and costs associated with the cessation of certain offerings, and, to a lesser extent, a pension settlement, and the impairment of certain software licenses.


The following table summarizes the activity for the Business Optimization Program liability for the year ended April 30, 2021:

 
April 30, 2020
   
Charges (Credits)
   
Payments
   
Foreign
Translation &
Other
Adjustments
   
April 30, 2021
 
Severance and termination benefits
 
$
17,632
   
$
11,531
   
$
(18,310
)
 
$
612
   
$
11,465
 
Other activities
   
430
     
(264
)
   
(262
)
   
96
     
 
Total
 
$
18,062
   
$
11,267
   
$
(18,572
)
 
$
708
   
$
11,465
 

The restructuring liability for accrued severance and termination benefits is reflected in Accrued employment costs in the Consolidated Statement of Financial Position as of April 30, 2021.

Restructuring and Reinvestment Program

Beginning in the year ended April 30, 2013, we initiated a global program (the Restructuring and Reinvestment Program) to restructure and realign our cost base with current and anticipated future market conditions. We are targeting a majority of the expected cost savings achieved to improve margins and earnings, while the remainder will be reinvested in high-growth digital business opportunities.

The following tables summarize the pretax restructuring (credits) charges related to this program:

   
For the Years Ended April 30,
       
 
2021
   
2020
   
2019
   
Total Charges
Incurred to Date
 
(Credits) Charges by Segment:
                       
Research Publishing & Platforms
 
$
(135
)
 
$
340
   
$
1,131
   
$
26,749
 
Academic & Professional Learning
   
274
     
(5
)
   
1,139
     
43,108
 
Education Services
   
     
(103
)
   
389
     
3,764
 
Corporate Expenses
   
(278
)
   
(438
)
   
459
     
95,662
 
Total Restructuring and Related (Credits) Charges
 
$
(139
)
 
$
(206
)
 
$
3,118
   
$
169,283
 
                                 
(Credits) Charges by Activity:
                               
Severance and termination benefits
 
$
(139
)
 
$
(250
)
 
$
1,456
   
$
115,870
 
Consulting and contract termination costs
   
     
(171
)
   
526
     
20,984
 
Other activities
   
     
215
     
1,136
     
32,429
 
Total Restructuring and Related (Credits) Charges
 
$
(139
)
 
$
(206
)
 
$
3,118
   
$
169,283
 


Other activities for the year ended April 30, 2020 include facility related costs. Other activities for the year ended April 30, 2019 reflect lease impairment related costs.

The following table summarizes the activity for the Restructuring and Reinvestment Program liability for the year ended April 30, 2021:

 
April 30, 2020
   
(Credits)
   
Payments
   
Foreign
Translation &
Other Adjustments
   
April 30, 2021
 
Severance and termination benefits
 
$
1,360
   
$
(139
)
 
$
(888
)
 
$
69
   
$
402
 
Other activities
   
230
     
     
(207
)
   
239
     
262
 
Total
 
$
1,590
   
$
(139
)
 
$
(1,095
)
 
$
308
   
$
664
 

The restructuring liability as of April 30, 2021 for accrued severance and termination benefits is reflected in Accrued employment costs in the Consolidated Statement of Financial Position.

The restructuring liability as of April 30, 2021 for other activities are reflected in Other accrued liabilities in the Consolidated Statement of Financial Position and mainly relate to facility relocation and lease impairment related costs.

We currently do not anticipate any further material charges related to the Restructuring and Reinvestment Program.

Note 8 – Inventories

Inventories, net consisted of the following at April 30:

 
2021
   
2020
 
Finished goods
 
$
31,704
   
$
36,014
 
Work-in-process
   
2,060
     
1,398
 
Paper and other materials
   
331
     
331
 
Total inventories before estimated sales returns and LIFO reserve
   
34,095
     
37,743
 
Inventory value of estimated sales returns
   
10,886
     
8,686
 
LIFO reserve
   
(2,443
)
   
(2,815
)
Inventories, net
 
$
42,538
   
$
43,614
 

See Note 2, “Summary of Significant Accounting Policies, Recently Issued and Recently Adopted Accounting Standards,” under the caption “Sales Return Reserves,” for a discussion of the Inventory value of estimated sales returns.

Finished goods not recorded at LIFO have been recorded at the lower of cost or net realizable value, which resulted in a reduction of $14.0 million and $16.1 million as of April 30, 2021 and 2020, respectively.

Note 9 – Product Development Assets

Product development assets, net consisted of the following at April 30:
 
2021
   
2020
 
Book composition costs
 
$
20,474
   
$
18,744
 
Software costs
   
23,262
     
28,995
 
Content development costs
   
5,781
     
5,904
 
Product development assets, net
 
$
49,517
   
$
53,643
 

Product development assets include $6.3 million and $4.9 million of work-in-process as of April 30, 2021 and 2020, respectively.  As of April 30, 2021 this is primarily for book composition costs and, to a lesser extent, software costs. As of April 30, 2020, this is primarily for book composition costs.

Product development assets are net of accumulated amortization of $269.0 million and $244.1 million as of April 30, 2021 and 2020, respectively.

Note 10 – Technology, Property and Equipment

Technology, property and equipment, net consisted of the following at April 30:
 
2021
   
2020
 
Capitalized software
 
$
536,878
   
$
471,844
 
Computer hardware
   
50,714
     
46,640
 
Buildings and leasehold improvements
   
99,636
     
99,230
 
Furniture, fixtures, and warehouse equipment
   
42,674
     
44,104
 
Land and land improvements
   
3,656
     
3,298
 
Technology, property and equipment, gross
   
733,558
     
665,116
 
Accumulated depreciation and amortization
   
(451,288
)
   
(367,111
)
Technology, property and equipment, net
 
$
282,270
   
$
298,005
 

The following table details our depreciation and amortization expense for technology, property and equipment, net:

   
For the Years Ended April 30,
 
 
2021
   
2020
   
2019
 
Capitalized software amortization expense
 
$
69,184
   
$
55,685
   
$
50,095
 
Depreciation and amortization expense, excluding capitalized software
   
21,955
     
21,031
     
19,323
 
Total depreciation and amortization expense for technology, property and equipment
 
$
91,139
   
$
76,716
   
$
69,418
 


Technology, property and equipment includes $0.6 million and $0.9 million of work-in-process as of April 30, 2021 and 2020, respectively, for capitalized software.

The net book value of capitalized software costs was $202.8 million and $207.5 million as of April 30, 2021 and 2020, respectively.

Note 11 – Goodwill and Intangible Assets

Goodwill

The following table summarizes the activity in goodwill by segment as of April 30:
 
2020 (1)
   
Acquisitions (2)
   
Foreign
Translation
Adjustment
   
2021
 
Research Publishing & Platforms
 
$
448,130
   
$
136,789
   
$
34,284
   
$
619,203
 
Academic & Professional Learning
   
501,091
     
     
11,421
     
512,512
 
Education Services
   
167,569
     
     
5,056
     
172,625
 
Total
 
$
1,116,790
   
$
136,789
   
$
50,761
   
$
1,304,340
 

(1)
The Education Services goodwill balance as of April 30, 2020 includes a cumulative pretax noncash goodwill impairment of $110.0 million.
(2)
Refer to Note 4, “Acquisitions,” for more information related to the acquisitions that occurred in the year ended April 30, 2021.

Annual Goodwill Impairment Test as of February 1, 2021

During the fourth quarter of 2021, we completed step one of our annual goodwill impairment test for our reporting units. We concluded that the fair values of our reporting units were above their carrying values and, therefore, there was no indication of impairment.

We estimated the fair value of these reporting units using a weighting of fair values derived from an income and a market approach. Under the income approach, we determined the fair value of a reporting unit based on the present value of estimated future cash flows. Cash flow projections are based on our best estimates of forecasted economic and market conditions over the period including growth rates, expected changes in operating cash flows and cash expenditures. The discount rate used is based on a weighted average cost of capital adjusted for the relevant risk associated with the characteristics of the business and the projected cash flows. The market approach estimates fair value based on market multiples of current and forward 12-month revenue or EBITDA, as applicable, derived from comparable publicly traded companies with similar operating and investment characteristics as the reporting unit.

As noted above, the fair value determined as part of the annual goodwill impairment test completed in the fourth quarter exceeded the carrying value for all of our reporting units. Therefore, there was no impairment of goodwill. However, if the fair value of these reporting units decrease in future periods, we could potentially have an impairment.  The future occurrence of a potential indicator of impairment, such as a decrease in expected net earnings, changes in assumptions including the impact of COVID-19, adverse equity market conditions, a decline in current market multiples, a decline in our common stock price, a significant adverse change in legal factors or business climates, an adverse action or assessment by a regulator, unanticipated competition, strategic decisions made in response to economic or competitive conditions, or a more-likely-than-not expectation that a reporting unit or a significant portion of a reporting unit will be sold or disposed of, could require an interim assessment for some or all of the reporting units before the next required annual assessment.

Annual Goodwill Impairment Test as of February 1, 2020

As of February 1, 2020, we completed our annual goodwill impairment test for our reporting units. We concluded that the fair values of our Research Publishing & Platforms and Academic & Professional Learning reporting units were above their carrying values and, therefore, there was no indication of impairment.


During our annual goodwill impairment test initiated on February 1, 2020 we identified indicators that the goodwill of the Education Services business was impaired due to underperformance as compared with our acquisition case projections for revenue growth and operating cash flow. Subsequently, during the fourth quarter of fiscal year 2020, we determined that our updated revenue and operating cash flow projections would be further impacted by anticipated near-term headwinds due to COVID-19, including adverse impacts on new student starts and student reenrollment. Therefore, we updated the impairment test as of March 31, 2020 to reflect this change in circumstances. As a result, we concluded that the carrying value was above the fair value which resulted in a pretax noncash goodwill impairment of $110.0 million. This charge is reflected in Impairment of goodwill and intangible assets in the Consolidated Statements of Income (Loss).

Prior to performing the goodwill impairment test for Education Services, we also evaluated the recoverability of long-lived assets of the reporting unit. The carrying value of the long-lived assets that were tested for impairment was $434.0 million. When indicators of impairment are present, we test definite lived and long-lived assets for recoverability by comparing the carrying value of an asset group to an estimate of the future undiscounted cash flows expected to result from the use and eventual disposition of the asset group. We considered the lower than expected revenue and forecasted operating cash flows over a sustained period of time, and downward revisions to our cash flow forecasts for this reporting unit to be indicators of impairment for their long-lived assets. Based on the results of the recoverability test, we determined that the undiscounted cash flows of the asset group of the Education Services reporting unit exceeded the carrying value. Therefore, there was no impairment.

Intangible Assets
 
Intangible assets, net as of April 30 were as follows:
 
 
2021
   
2020
 
   
Cost
   
Accumulated
Amortization
   
Net
   
Cost
   
Accumulated
Amortization
   
Accumulated
Impairment
   
Net
 
Intangible assets with definite lives, net
                                         
Content and publishing rights
 
$
1,062,072
   
$
(497,843
)
 
$
564,229
   
$
806,862
   
$
(444,756
)
 
$
   
$
362,106
 
Customer relationships
   
384,462
     
(117,985
)
   
266,477
     
377,652
     
(87,234
)
   
     
290,418
 
Developed technology (1)
   
42,785
     
(7,824
)
   
34,961
     
19,225
     
(3,273
)
   
(2,841
)
   
13,111
 
Brands and trademarks
   
45,630
     
(26,094
)
   
19,536
     
42,877
     
(22,689
)
   
     
20,188
 
Covenants not to compete
   
1,250
     
(1,192
)
   
58
     
1,675
     
(1,429
)
   
     
246
 
Total (2)
   
1,536,199
     
(650,938
)
   
885,261
     
1,248,291
     
(559,381
)
   
(2,841
)
   
686,069
 
Intangible assets with indefinite lives
                                                       
Brands and trademarks (1)
   
37,000
     
     
37,000
     
130,107
     
     
(93,107
)
   
37,000
 
Publishing rights
   
93,041
     
     
93,041
     
84,336
     
     
     
84,336
 
Total
   
130,041
     
     
130,041
     
214,443
     
     
(93,107
)
   
121,336
 
Total intangible assets, net
 
$
1,666,240
   
$
(650,938
)
 
$
1,015,302
   
$
1,462,734
   
$
(559,381
)
 
$
(95,948
)
 
$
807,405
 

(1)
The developed technology balance as of April 30, 2021 is presented net of accumulated impairments and write-offs of $2.8 million.  The indefinite-lived brands and trademarks cost balance as of April 30, 2021 is net of accumulated impairments of $93.1 million.
(2)
Refer to Note 4, “Acquisitions,” for more information related to the acquisitions that occurred in 2021 and 2020.

Based on the current amount of intangible assets subject to amortization and assuming current foreign exchange rates, the estimated amortization expense for the following years are as follows:

Fiscal Year
 
Amount
 
2022
 
$
82,401
 
2023
   
76,125
 
2024
   
71,367
 
2025
   
65,764
 
2026
   
63,410
 
Thereafter
   
526,194
 
Total
 
$
885,261
 


Annual Indefinite-Lived Intangibles Impairment Test as of February 1, 2021

We also review our indefinite-lived intangible assets for impairment annually, which consists of brands and trademarks and certain acquired publishing rights. As of February 1, 2021, we completed our annual impairment test related to the indefinite-lived intangible assets. We concluded that the fair values of these indefinite-lived intangible assets were above their carrying values and, therefore, there was no indication of impairment.

Fiscal Year 2020 Impairment

Annual Indefinite-Lived Intangibles Impairment Test as of February 1, 2020

During the fourth quarter of 2020, we completed our annual impairment test related to the indefinite-lived intangible assets. We concluded that the fair values of these indefinite-lived intangible assets were above their carrying values and, therefore, there was no indication of impairment, except for the Blackwell indefinite-lived trademark.

For the year ended April 30, 2020, we recorded a pretax noncash impairment charge of $89.5 million for our Blackwell trademark, which was acquired in 2007 and carried as an indefinite-lived intangible asset primarily related to our Research Publishing & Platforms segment. The impairment reflects our decision to simplify Wiley’s brand portfolio and unify our research journal content under one Wiley brand, which will sharply limit the use of the Blackwell trade name. This impairment resulted in writing off substantially all of the carrying value of the intangible trademark asset. This charge is reflected in Impairment of goodwill and intangible assets in the Consolidated Statements of Income (Loss). The resulting noncash impairment charge was entirely unrelated to COVID-19 or the expected future financial performance of the Research Publishing & Platforms segment.

Intangible Assets with Definite Lives

As a result of our decision to discontinue the use of certain technology offerings within the Research Publishing & Platforms segment, we recorded a pretax noncash impairment charge of $2.8 million related to a certain developed technology intangible. This charge was included in Impairment of goodwill and intangible assets on the Consolidated Statements of Income (Loss).

Note 12 Operating Leases
 
We have contractual obligations as a lessee with respect to offices, warehouses and distribution centers, automobiles, and office equipment.

We determine if an arrangement is a lease at inception of the contract in accordance with guidance detailed in the lease standard and we perform the lease classification test as of the lease commencement date. ROU assets represent our right to use an underlying asset for the lease term and lease liabilities represent our obligation to make lease payments arising from the lease. Operating lease ROU assets and liabilities are recognized at commencement date based on the present value of lease payments over the lease term.

The present value of the lease payments is calculated using an incremental borrowing rate, which was determined based on the rate of interest that we would have to pay to borrow an amount equal to the lease payments on a collateralized basis over a similar term. We use an unsecured borrowing rate and risk-adjust that rate to approximate a collateralized rate.

Under the new leasing standard, leases that are more than one year in duration are capitalized and recorded on the Consolidated Statements of Financial Position. Some of our leases offer an option to extend the term of such leases. We utilize the reasonably certain threshold criteria in determining which options we will exercise. Furthermore, some of our lease payments are based on index rates with minimum annual increases. These represent fixed payments and are captured in the future minimum lease payments calculation.

For operating leases, the ROU assets and liabilities as of April 30 are presented in our Consolidated Statement of Financial Position as follows:
 
2021
   
2020
 
Operating lease ROU assets
 
$
121,430
   
$
142,716
 
Short-term portion of operating lease liabilities
   
22,440
     
21,810
 
Operating lease liabilities, non-current
 
$
145,832
   
$
159,782
 

During the year ended April 30, 2021, we added $6.1 million to the ROU assets and $5.7 million to the operating lease liabilities due to new leases, including due to acquisitions, as well as modifications and remeasurements to our existing operating leases.

As a result of expanding the scope of the Business Optimization Program to include the exit of certain leased office space beginning in the third quarter of fiscal 2021, we incurred a pretax restructuring charge of $18.3 million in the three months ended January 31, 2021. This charge included impairment charges and acceleration of expense associated with certain operating lease ROU assets.  See Note 7, “Restructuring and Related Charges” for more information on this program and the charges incurred.

Our total net lease costs were as follows:
 
   
For the Years Ended April 30,
 
 
2021
   
2020
 
Operating lease cost
 
$
24,862
   
$
26,027
 
Variable lease cost
   
2,135
     
3,856
 
Short-term lease cost
   
248
     
86
 
Sublease income
   
(722
)
   
(691
)
Total net lease cost (1)
 
$
26,523
   
$
29,278
 

(1)
Total net lease cost does not include those costs included in Restructuring and related charges on our Consolidated Statements of Income (Loss). See Note 7, “Restructuring and Related Charges” for more information on these programs.

Other supplemental information includes the following:

   
For the Years Ended April 30,
 
   
2021
   
2020
 
Weighted-average remaining contractual lease term (years)
   
9
     
10
 
Weighted-average discount rate
   
5.89
%
   
5.89
%
Cash paid for amounts included in the measurement of lease liabilities:
               
    Operating cash flows from operating leases
 
$
32,344
   
$
28,243
 

The table below reconciles the undiscounted cash flows for the first five years and total of the remaining years to the operating lease liabilities recorded in the Consolidated Statement of Financial Position as of April 30, 2021:
 

Fiscal Year
 
Operating Lease
Liabilities
 
2022
 
$
30,674
 
2023
   
26,905
 
2024
   
24,799
 
2025
   
23,235
 
2026
   
20,584
 
Thereafter
   
95,000
 
Total future undiscounted minimum lease payments
   
221,197
 
         
Less: Imputed interest
   
52,925
 
         
Present value of minimum lease payments
   
168,272
 
         
Less: Current portion
   
22,440
 
         
Noncurrent portion
 
$
145,832
 

Prior to the Adoption of ASC Topic 842

The following schedule shows the composition of net rent expense for operating leases for the year ended April 30:

 
2019
 
Minimum rental
 
$
29,066
 
Less: sublease rentals
   
(719
)
Total
 
$
28,347
 

Rent expense associated with operating leases that include scheduled rent increases and tenant incentives, such as rent holidays or leasehold improvement allowances, were recorded on a straight-line basis over the term of the lease.

Note 13 –Income Taxes

The provisions for income taxes were as follows:

   
For the Years Ended April 30,
 
 
2021
   
2020
   
2019
 
Current Provision
                 
US – Federal
 
$
(6,631
)
 
$
1,145
   
$
2,384
 
International
   
43,269
     
37,494
     
52,518
 
State and local
   
1,359
     
172
     
2,536
 
Total current provision
 
$
37,997
   
$
38,811
   
$
57,438
 
Deferred (benefit) provision
                       
US – Federal
 
$
(11,996
)
 
$
(8,476
)
 
$
335
 
International
   
1,175
     
(15,022
)
   
(7,630
)
State and local
   
480
     
(4,118
)
   
(5,454
)
Total deferred (benefit)
 
$
(10,341
)
 
$
(27,616
)
 
$
(12,749
)
Total provision
 
$
27,656
   
$
11,195
   
$
44,689
 

International and United States pretax income (loss) were as follows:

   
For the Years Ended April 30,
 
 
2021
   
2020
   
2019
 
International
 
$
202,490
   
$
104,185
   
$
204,326
 
United States
   
(26,578
)
   
(167,277
)
   
8,626
 
Total
 
$
175,912
   
$
(63,092
)
 
$
212,952
 

Our effective income tax rate as a percentage of pretax income differed from the US federal statutory rate as shown below:

   
For the Years Ended April 30,
 
 
2021
   
2020
   
2019
 
US federal statutory rate
   
21.0
%
   
21.0
%
   
21.0
%
Cost of higher taxes on non-US income
   
1.1
     
4.8
     
0.9
 
State income taxes, net of US federal tax benefit
   
0.8
     
3.3
     
(1.3
)
US NOL carryback under CARES Act
   
(8.0
)
   
     
 
Deferred tax (benefit) from US Tax Act
   
     
     
0.1
 
Tax credits and related benefits
   
(0.5
)
   
(1.1
)
   
(0.8
)
Impairment of goodwill and intangibles
   
     
(42.3
)
   
 
Other
   
1.3
     
(3.4
)
   
1.1
 
Effective income tax rate
   
15.7
%
   
(17.7
)%
   
21.0
%

The effective tax rate was 15.7% for the year ended April 30, 2021, compared to a tax expense rate of 17.7% on a pretax loss for the year ended April 30, 2020. Our rate for the year ended April 30, 2021 benefitted by $14.0 million (8.0%) from the CARES Act and certain regulations issued in late July 2020, which enabled us to carry back certain US net operating losses (NOLs), reducing our tax for the year ended April 30, 2020 compared to prior estimates. This benefit was partially offset by (a) $3.5 million (2.0%) from an increase in the official UK statutory rate during our three months ended July 31, 2020, resulting in our taxes in non-US income increasing our effective income tax rate and (b) a $3.2 million (1.8%) increase in our state tax expense included in our state income tax expense above, due to increasing our deferred tax liabilities in connection with our expanded presence in additional states resulting from COVID-19 and employees working in additional locations. The 17.7% tax expense rate on a pretax loss for the year ended April 30, 2020 was primarily due to the non-deductible impairment of goodwill.


In connection with the CARES Act and certain regulations, we carried back our April 30, 2020 US NOL to our year ended April 30, 2015 and claimed a $20.7 million refund. The refund plus interest was received in February 2021. The NOL was carried back to fiscal year 2015 when the US corporate tax rate was 35.0%. The carryback to a year with a higher rate, plus certain additional net permanent deductions included in the carryback resulted in a $14.0 million tax benefit. The benefit was partially offset by an increase in the UK statutory rate and an increase in our state tax expense. During the three months ended July 31, 2020, the UK officially enacted legislation that increased its statutory rate from 17% to 19%. This resulted in a $3.5 million noncash deferred tax expense from the re-measurement of our applicable UK net deferred tax liabilities. During the year ended April 30, 2021, as a result of COVID-19, we adjusted our policies to permit employees to work from home, resulting in an increased presence in many states. This resulted in a $3.2 million noncash deferred tax expense from the re-measurement of our applicable US net deferred tax liabilities.

Accounting for Uncertainty in Income Taxes:

As of April 30, 2021 and April 30, 2020, the total amount of unrecognized tax benefits were $9.1 million and $6.2 million, respectively, of which $0.7 million and $0.6 million represented accruals for interest and penalties recorded as additional tax expense in accordance with our accounting policy. We recorded net interest expense on reserves for unrecognized and recognized tax benefits of $0.2 million within each of the years ended April 30, 2021 and 2020. As of April 30, 2021, and April 30, 2020, the total amounts of unrecognized tax benefits that would reduce our income tax provision, if recognized, were approximately $7.4 million and $6.2 million, respectively. We do not expect any significant changes to the unrecognized tax benefits within the next twelve months.

A reconciliation of the unrecognized tax benefits included within the Other long-term liabilities line item on the Consolidated Statements of Financial Position follows:
 
2021
   
2020
 
Balance at May 1
 
$
6,194
   
$
7,659
 
Additions for current year tax positions
   
3,626
     
694
 
Additions for prior year tax positions
   
511
     
 
Reductions for prior year tax positions
   
(163
)
   
(655
)
Foreign translation adjustment
   
57
     
(15
)
Payments and settlements
   
(215
)
   
(56
)
Reductions for lapse of statute of limitations
   
(866
)
   
(1,433
)
Balance at April 30
 
$
9,144
   
$
6,194
 

Tax Audits:

We file income tax returns in the US and various states and non-US tax jurisdictions. Our major taxing jurisdictions are the United States, United Kingdom and Germany. Except for one immaterial item, we are no longer subject to income tax examinations for years prior to fiscal year 2014 in the major jurisdictions in which we are subject to tax. We received a tax audit notice from the Internal Revenue Service with respect to our loss for our year ended April 30, 2020 and the carryback to the year ended April 30, 2015. We also received tax audit notices for our German entities for the fiscal years 2014-2017. The audit process in Germany has been delayed due to COVID-19. We have also addressed inquiries in other jurisdictions where we maintain a smaller presence.


Deferred Taxes:

Deferred taxes result from temporary differences in the recognition of revenue and expense for tax and financial reporting purposes.

We believe that it is more likely than not that the results of future operations will generate sufficient taxable income to realize the net deferred tax assets. The significant components of deferred tax assets and liabilities at April 30 were as follows:

 
2021
   
2020
 
Net operating losses
 
$
19,433
   
$
17,966
 
Reserve for sales returns and doubtful accounts
   
3,838
     
2,638
 
Accrued employee compensation
   
32,835
     
20,114
 
Foreign and federal credits
   
5,129
     
31,487
 
Other accrued expenses
   
16,092
     
11,827
 
Retirement and post-employment benefits
   
30,039
     
37,927
 
Total gross deferred tax assets
 
$
107,366
   
$
121,959
 
Less valuation allowance
   
(4,855
)
   
(23,287
)
Total deferred tax assets
 
$
102,511
   
$
98,672
 
                 
Prepaid expenses and other current assets
 
$
(459
)
 
$
(1,142
)
Unremitted foreign earnings
   
(2,485
)
   
(1,985
)
Intangible and fixed assets
   
(260,559
)
   
(205,882
)
Total deferred tax liabilities
 
$
(263,503
)
 
$
(209,009
)
Net deferred tax liabilities
 
$
(160,992
)
 
$
(110,337
)
                 
Reported As
               
Deferred tax assets
 
$
11,911
   
$
8,790
 
Deferred tax liabilities
   
(172,903
)
   
(119,127
)
Net Deferred Tax Liabilities
 
$
(160,992
)
 
$
(110,337
)

The increase in net deferred tax liabilities is primarily due to additional deferred tax liabilities relating to non-goodwill intangibles acquired in recent acquisitions, partially offset by amortization of our deferred tax liabilities related to non-goodwill intangibles, primarily from prior acquisitions. Our increase in net deferred tax assets is primarily attributable to an increase in our accrued employee compensation and other expenses, partially offset by a decrease in our foreign and federal credits net of applicable valuation allowances, as well as a decrease in our retirement and post-employment benefits. During our year ended April 30, 2021, we expect to use substantially all of our foreign tax credits resulting in the release of related valuation allowances. We have concluded that after valuation allowances, it is more likely than not that we will realize substantially all of the net deferred tax assets at April 30, 2021. In assessing the need for a valuation allowance, we take into account related deferred tax liabilities and estimated future reversals of existing temporary differences, future taxable earnings and tax planning strategies to determine which deferred tax assets are more likely than not to be realized in the future. Changes to tax laws, statutory tax rates and future taxable earnings can have an impact on our valuation allowances.

We have provided a $4.9 million valuation allowance based primarily on the uncertainty of utilizing the tax benefits related to our deferred tax assets for state and federal net operating losses and credits. As of April 30, 2021, we have apportioned state net operating loss carryforwards totaling approximately $115.0 million, with a tax effected value of $6.5 million net of federal benefits. Our state and federal NOLs and credits expire in various amounts over 5 to 19 years.

Since April 30, 2018, we no longer intend to permanently reinvest earnings outside the US. We have recorded a $2.5 million liability related to the estimated taxes that would be incurred upon repatriating certain non-US earnings.


Note 14 – Debt and Available Credit Facilities

Our total debt outstanding as of April 30 consisted of the amounts set forth in the following table:

 
2021
   
2020
 
Short-term portion of long-term debt (1)
 
$
12,500
   
$
9,375
 
                 
Term loan A - Amended and Restated RCA (2)
   
222,928
     
235,263
 
Revolving credit facility - Amended and Restated RCA
   
586,160
     
530,387
 
Total long-term debt, less current portion
   
809,088
     
765,650
 
                 
Total debt
 
$
821,588
   
$
775,025
 

(1)
Relates to our term loan A under the Amended and Restated RCA.
(2)
Amounts are shown net of unamortized issuance costs of $0.5 million as of April 30, 2021 and $0.7 million as of April 30, 2020.

The following table summarizes the scheduled annual maturities for the next four years of our long-term debt, including the short-term portion of long-term debt. This schedule represents the principal portion amount of debt outstanding and therefore excludes unamortized issuance costs.

Fiscal Year
 
Amount
 
2022
 
$
12,500
 
2023
   
18,750
 
2024
   
204,688
 
2025
   
586,160
 
Total
 
$
822,098
 

Amended and Restated RCA

On May 30, 2019, we entered into a credit agreement that amended and restated our existing revolving credit agreement (Amended and Restated RCA). The Amended and Restated RCA provides for senior unsecured credit facilities comprised of a (i) five year revolving credit facility in an aggregate principal amount up to $1.25 billion, and (ii) a five year term loan A facility consisting of $250 million.

Under the terms of the Amended and Restated RCA, which can be drawn in multiple currencies, we have the option of borrowing at the following floating interest rates: (i) at a rate based on the London Interbank Offered Rate (LIBOR) plus an applicable margin ranging from 0.98% to 1.50%, depending on our consolidated net leverage ratio, as defined, or (ii) at the lender’s base rate plus an applicable margin ranging from zero to 0.50%, depending on our consolidated net leverage ratio. The lender’s base rate is defined as the highest of (i) the US federal funds effective rate plus a 0.50% margin, (ii) the Eurocurrency rate, as defined, plus a 1.00% margin, or (iii) the Bank of America prime lending rate. In addition, we pay a facility fee for the revolving credit facility ranging from 0.15% to 0.25% depending on our consolidated net leverage ratio. We also have the option to request an increase in the revolving credit facility by an amount not to exceed $500 million, in minimum increments of $50 million, subject to the approval of the lenders.

The Amended and Restated RCA contains certain customary affirmative and negative covenants, including a financial covenant in the form of a consolidated net leverage ratio and consolidated interest coverage ratio, which we were in compliance with as of April 30, 2021.

In the three months ended July 31, 2019, we incurred an immaterial loss on the write-off of unamortized deferred costs in connection with the refinancing of our revolving credit agreement at that time which is reflected in Other income on the Consolidated Statements of Income (Loss) for the three months ended July 31, 2019.

In the three months ended July 31, 2019, we incurred $4.0 million of costs related to the Amended and Restated RCA which resulted in total costs capitalized of $5.2 million. The amount related to the term loan A facility was $0.9 million, consisting of $0.8 million of lender fees and recorded as a reduction to Long-Term Debt and $0.1 million of non-lender fees included in Other non-current assets on the Consolidated Statements of Financial Position. The amount related to the five-year revolving credit facility was $4.3 million, all of which is included in Other non-current assets on the Consolidated Statements of Financial Position.


The amortization expense of the lender and non-lender fees is recognized over the five-year term of the Amended and Restated RCA. Total amortization expense for the years ended April 30, 2021 and 2020 was $1.1 million and $1.0 million, respectively and is included in Interest expense on our Consolidated Statement of Income (Loss).

Lines of Credit

We have other lines of credit aggregating $1.0 million at various interest rates. There were no outstanding borrowings under these credit lines at April 30, 2021, and 2020.

Our total available lines of credit as of April 30, 2021 were approximately $1.5 billion, of which approximately $0.7 billion was unused. The weighted average interest rates on total debt outstanding during the years ended April 30, 2021 and 2020 were 2.03% and 3.12%, respectively. As of April 30, 2021, and 2020, the weighted average interest rates for total debt were 1.98% and 2.26%, respectively.

Based on estimates of interest rates currently available to us for loans with similar terms and maturities, the fair value of our debt approximates its carrying value.

Note 15 – Derivative Instruments and Activities

From time to time, we enter into forward exchange and interest rate swap contracts as a hedge against foreign currency asset and liability commitments, changes in interest rates, and anticipated transaction exposures, including intercompany purchases. All derivatives are recognized as assets or liabilities and measured at fair value. Derivatives that are not determined to be effective hedges are adjusted to fair value with a corresponding adjustment to earnings. We do not use financial instruments for trading or speculative purposes.

Interest Rate Contracts

As of April 30, 2021, we had total debt outstanding of $821.6 million, net of unamortized issuance costs of $0.5 million of which $822.1 million are variable rate loans outstanding under the Amended and Restated RCA, which approximated fair value.

As of April 30, 2021 and 2020, the interest rate swap agreements we maintained were designated as fully effective cash flow hedges as defined under FASB ASC Topic 815, “Derivatives and Hedging” (ASC Topic 815). As a result, there was no impact on our Consolidated Statements of Income (Loss) from changes in the fair value of the interest rate swaps, as they were fully offset by changes in the interest expense on the underlying variable rate debt instruments. Under ASC Topic 815, derivative instruments that are designated as cash flow hedges have changes in their fair value recorded initially within Accumulated other comprehensive loss on the Consolidated Statements of Financial Position. As interest expense is recognized based on the variable rate loan agreements, the corresponding deferred gain or loss on the interest rate swaps is reclassified from Accumulated other comprehensive loss to Interest Expense on the Consolidated Statements of Income (Loss). It is management’s intention that the notional amount of interest rate swaps be less than the variable rate loans outstanding during the life of the derivatives.

The following table summarizes our interest rate swaps designated as cash flow hedges:

      
Notional Amount
          
         
As of April 30,
          
Hedged Item
Date entered into
Nature of Swap
 
2021
   
2020
   
Fixed Interest Rate
 
Variable Interest Rate
Amended and Restated RCA
April 12, 2021
Pay fixed/receive variable
 
$
100
   
$
     
0.500
%
1-month LIBOR reset every month for a 3-year period ending April 15, 2024
Amended and Restated RCA
February 26, 2020
Pay fixed/receive variable
   
100
     
100
     
1.150
%
1-month LIBOR reset every month for a 3-year period ending March 15, 2023
Amended and Restated RCA
August 7, 2019
Pay fixed/receive variable
   
100
     
100
     
1.400
%
1-month LIBOR reset every month for a 3-year period ending August 15, 2022
Amended and Restated RCA
June 24, 2019
Pay fixed/receive variable
   
100
     
100
     
1.650
%
1-month LIBOR reset every month for a 3-year period ending July 15, 2022
         
$
400
   
$
300
            


On April 4, 2016, we entered into a forward starting interest rate swap agreement which fixed a portion of the variable interest due on a variable rate debt renewal on May 16, 2016. Under the terms of the agreement, which expired on May 15, 2019, we paid a fixed rate of 0.920% and received a variable rate of interest based on one-month LIBOR from the counterparty which was reset every month for a three-year period ending May 15, 2019. Prior to expiration, the notional amount of the interest rate swap was $350.0 million.

We record the fair value of our interest rate swaps on a recurring basis using Level 2 inputs of quoted prices for similar assets or liabilities in active markets. The fair value of the interest rate swaps as of April 30, 2021 and 2020 was a deferred loss of $5.6 million and $8.3 million, respectively. Based on the maturity dates of the contracts, the entire deferred loss as of April 30, 2021 and 2020 was recorded within Other long-term liabilities.

The pretax (losses) gains that were reclassified from Accumulated other comprehensive loss to Interest expense for the years ended April 30, 2021, 2020, and 2019 were $(3.7) million, $0.4 million, and $4.7 million, respectively. Based on the amount in Accumulated other comprehensive loss at April 30, 2021, approximately $3.2 million, net of tax, would be reclassified into net income in the next twelve months.

Foreign Currency Contracts

We may enter into forward exchange contracts to manage our exposure on certain foreign currency denominated assets and liabilities. The forward exchange contracts are marked to market through Foreign exchange transaction losses on our Consolidated Statements of Income (Loss) and carried at fair value on our Consolidated Statements of Financial Position. Foreign currency denominated assets and liabilities are remeasured at spot rates in effect on the balance sheet date, with the effects of changes in spot rates reported in Foreign exchange transaction losses on our Consolidated Statements of Income (Loss).

During the year ended April 30, 2021, to manage foreign currency exposures on an intercompany loan, we entered into one forward exchange contract to sell €32 million and buy $38.8 million. This forward contract expired on April 15, 2021. We did not designate this forward exchange contract as a hedge under the applicable sections of ASC Topic 815 as the benefits of doing so were not material due to the short-term nature of the contract. The fair value changes in the forward exchange contract substantially mitigated the changes in the value of the applicable foreign currency denominated liability. The fair value of the open forward exchange contract was measured on a recurring basis using Level 2 inputs of quoted prices for similar assets or liabilities in active markets. For the year ended April 30, 2021, the loss recognized on this forward contract was $0.8 million and included in Foreign exchange transaction losses on our Consolidated Statement of Income (Loss).

As of April 30, 2021 and 2020, we did not maintain any open forward exchange contracts. In addition, we did not maintain any open forward contracts during the years ended April 30, 2020 and 2019. 

Note 16 – Commitment and Contingencies

We are involved in routine litigation in the ordinary course of our business. A provision for litigation is accrued when information available to us indicates that it is probable a liability has been incurred and the amount of loss can be reasonably estimated. Significant judgment may be required to determine both the probability and estimates of loss. When the amount of the loss can only be estimated within a range, the most likely outcome within that range is accrued. If no amount within the range is a better estimate than any other amount, the minimum amount within the range is accrued. When uncertainties exist related to the probable outcome of litigation and/or the amount or range of loss, we do not record a liability, but disclose facts related to the nature of the contingency and possible losses if management considers the information to be material. Reserves for legal defense costs are recognized when incurred. The accruals for loss contingencies and legal costs are reviewed regularly and may be adjusted to reflect updated information on the status of litigation and advice of legal counsel. In the opinion of management, the ultimate resolution of all pending litigation as of April 30, 2021, will not have a material effect upon our consolidated financial condition or results of operations.

Note 17 – Retirement Plans

We have retirement plans that cover substantially all employees. The plans generally provide for employee retirement between the ages 60 and 65, and benefits based on length of service and compensation, as defined.

Our Board of Directors approved plan amendments that froze the following retirement plans:
 
Retirement Plan for the Employees of John Wiley & Sons, Canada was frozen effective December 31, 2015;
Retirement Plan for the Employees of John Wiley & Sons, Ltd., a UK plan was frozen effective April 30, 2015 and;
U.S. Employees’ Retirement Plan, Supplemental Benefit Plan, and Supplemental Executive Retirement Plan, were frozen effective June 30, 2013.


We maintain the Supplemental Executive Retirement Plan for certain officers and senior management which provides for the payment of supplemental retirement benefits after the termination of employment for 10 years or in a lifetime annuity. Under certain circumstances, including a change of control as defined, the payment of such amounts could be accelerated on a present value basis. Future accrued benefits to this plan have been discontinued as noted above.

The components of net pension expense (income) for the defined benefit plans and the weighted average assumptions were as follows:

   
For the Years Ended April 30,
 
 
2021
   
2020
   
2019
 
   
US
   
Non-US
   
US
   
Non-US
   
US
   
Non-US
 
Service cost
 
$
   
$
1,396
   
$
   
$
1,851
   
$
   
$
912
 
Interest cost
   
9,504
     
8,901
     
11,247
     
12,652
     
11,704
     
12,943
 
Expected return on plan assets
   
(11,969
)
   
(26,971
)
   
(14,038
)
   
(26,116
)
   
(13,472
)
   
(25,551
)
Amortization of prior service cost
   
(154
)
   
58
     
(154
)
   
73
     
(154
)
   
57
 
Amortization of net actuarial loss
   
3,501
     
4,516
     
2,403
     
3,993
     
2,035
     
3,746
 
Curtailment/settlement loss
   
     
     
     
291
     
     
 
Net pension expense (income)
 
$
882
   
$
(12,100
)
 
$
(542
)
 
$
(7,256
)
 
$
113
   
$
(7,893
)
                                                 
Discount rate
   
3.1
%
   
1.6
%
   
4.1
%
   
2.4
%
   
4.3
%
   
2.6
%
Rate of compensation increase
   
N/A
     
3.0
%
   
N/A
     
3.0
%
   
N/A
     
3.0
%
Expected return on plan assets
   
5.8
%
   
5.7
%
   
6.8
%
   
6.5
%
   
6.8
%
   
6.5
%

In the year ended April 30, 2020, there was a settlement charge of $0.3 million related to the Retirement Plan for the Employees of John Wiley & Sons, Canada which is reflected in Restructuring and related charges in the Consolidated Statements of Income (Loss).

The service cost component of net pension expense (income) is reflected in Operating and administrative expenses on our Consolidated Statements of Income (Loss). The other components of net pension expense (income) are reported separately from the service cost component and below Operating income (loss). Such amounts are reflected in Other income on our Consolidated Statements of Income (Loss).

The Recognized Net Actuarial Loss for each fiscal year is calculated using the “corridor method,” which reflects the amortization of the net loss at the beginning of the fiscal year in excess of 10% of the greater of the market value of plan assets or the projected benefit obligation. The amortization period is based on the average expected life of plan participants for plans with all or almost all inactive participants and frozen plans, and on the average remaining working lifetime of active plan participants for all other plans.

We recognize the overfunded or underfunded status of defined benefit postretirement plans, measured as the difference between the fair value of plan assets and the projected benefit obligation, on the Consolidated Statements of Financial Position. The change in the funded status of the plan is recognized in Accumulated other comprehensive loss on the Consolidated Statements of Financial Position. Plan assets and obligations are measured at fair value as of our Consolidated Statements of Financial Position date.


The following table sets forth the changes in and the status of our defined benefit plans’ assets and benefit obligations:

 
2021
   
2020
 
   
US
   
Non-US
   
US
   
Non-US
 
CHANGE IN PLAN ASSETS
                       
Fair value of plan assets, beginning of year
 
$
213,946
   
$
445,480
   
$
213,628
   
$
408,249
 
Actual return on plan assets
   
34,560
     
27,971
     
11,645
     
48,602
 
Employer contributions
   
5,599
     
12,203
     
3,700
     
11,686
 
Employee contributions
   
     
     
     
 
Settlements
   
     
     
     
(1,459
)
Benefits paid
   
(16,976
)
   
(11,921
)
   
(15,027
)
   
(9,162
)
Foreign currency rate changes
   
     
50,153
     
     
(12,436
)
Fair value, end of year
 
$
237,129
   
$
523,886
   
$
213,946
   
$
445,480
 
CHANGE IN PROJECTED BENEFIT OBLIGATION
                               
Benefit obligation, beginning of year
 
$
(318,967
)
 
$
(534,303
)
 
$
(285,197
)
 
$
(509,015
)
Service cost
   
     
(1,396
)
   
     
(1,851
)
Interest cost
   
(9,504
)
   
(8,901
)
   
(11,247
)
   
(12,652
)
Actuarial gains (losses)
   
8,863
     
(17,739
)
   
(37,550
)
   
(36,287
)
Benefits paid
   
16,976
     
11,921
     
15,027
     
9,162
 
Foreign currency rate changes
   
     
(59,046
)
   
     
15,176
 
Settlements and other
   
     
(150
)
   
     
1,164
 
Benefit obligation, end of year
 
$
(302,632
)
 
$
(609,614
)
 
$
(318,967
)
 
$
(534,303
)
Underfunded status, end of year
 
$
(65,503
)
 
$
(85,728
)
 
$
(105,021
)
 
$
(88,823
)
AMOUNTS RECOGNIZED ON THE STATEMENT OF FINANCIAL POSITION
                               
Noncurrent assets
   
     
6
     
     
 
Current pension liability
   
(3,576
)
   
(1,414
)
   
(4,990
)
   
(885
)
Noncurrent pension liability
   
(61,927
)
   
(84,320
)
   
(100,031
)
   
(87,938
)
Net amount recognized in statement of financial position
 
$
(65,503
)
 
$
(85,728
)
 
$
(105,021
)
 
$
(88,823
)
AMOUNTS RECOGNIZED IN ACCUMULATED OTHER COMPREHENSIVE LOSS (BEFORE TAX) CONSIST OF
                               
Net actuarial (losses)
 
$
(96,613
)
 
$
(213,958
)
 
$
(131,569
)
 
$
(181,403
)
Prior service cost gains (losses)
   
2,100
     
(1,299
)
   
2,254
     
(1,051
)
Total accumulated other comprehensive loss
 
$
(94,513
)
 
$
(215,257
)
 
$
(129,315
)
 
$
(182,454
)
Change in accumulated other comprehensive loss
 
$
34,802
   
$
(32,803
)
 
$
(37,695
)
 
$
(4,143
)
INFORMATION FOR PENSION PLANS WITH AN ACCUMULATED BENEFIT OBLIGATION IN EXCESS OF PLAN ASSETS
                               
Accumulated benefit obligation
 
$
302,632
   
$
566,998
   
$
318,967
   
$
497,489
 
Fair value of plan assets
 
$
237,129
   
$
513,279
   
$
213,946
   
$
445,480
 
INFORMATION FOR PENSION PLANS WITH A PROJECTED  BENEFIT OBLIGATION IN EXCESS OF PLAN ASSETS
                               
Projected benefit obligation
 
$
302,632
   
$
599,011
   
$
318,967
   
$
534,303
 
Fair value of plan assets
 
$
237,129
   
$
513,279
   
$
213,946
   
$
445,480
 
WEIGHTED AVERAGE ASSUMPTIONS USED IN DETERMINING ASSETS AND LIABILITIES
                               
Discount rate
   
3.2
%
   
1.9
%
   
3.1
%
   
1.6
%
Rate of compensation increase
   
N/A
     
3.0
%
   
N/A
     
3.0
%
Accumulated benefit obligations
 
$
(302,632
)
 
$
(577,600
)
 
$
(318,967
)
 
$
(497,489
)

Actuarial gains in the US resulting in a decrease to our projected benefit obligation for the year ended April 30, 2021 were primarily due to an increase in the discount rate and updated census data. Actuarial losses in non-US countries resulting in an increase to our projected benefit obligation for the year ended April 30, 2021 were primarily due to an increase in the UK inflation rate offset by an increase in the discount rate.

Actuarial losses in the US and non-US countries resulting in an increase in our projected benefit obligation for the year ended April 30, 2020 were primarily due to a reduction in discount rates and changes to other assumptions.


Pension plan assets/investments:

The investment guidelines for the defined benefit pension plans are established based upon an evaluation of market conditions, plan liabilities, cash requirements for benefit payments, and tolerance for risk. Investment guidelines include the use of actively and passively managed securities. The investment objective is to ensure that funds are available to meet the plans benefit obligations when they are due. The investment strategy is to invest in high quality and diversified equity and debt securities to achieve our long-term expectation. The plans’ risk management practices provide guidance to the investment managers, including guidelines for asset concentration, credit rating and liquidity. Asset allocation favors a balanced portfolio, with a global aggregated target allocation of approximately 50% equity securities and 50% fixed income securities and cash. Due to volatility in the market, the target allocation is not always desirable and asset allocations will fluctuate between acceptable ranges of plus or minus 5%. We regularly review the investment allocations and periodically rebalance investments to the target allocations. We categorize our pension assets into three levels based upon the assumptions (inputs) used to price the assets. Level 1 provides the most reliable measure of fair value, whereas Level 3 generally requires significant management judgment. The three levels are defined as follows:
 
Level 1: Unadjusted quoted prices in active markets for identical assets.
Level 2: Observable inputs other than those included in Level 1. For example, quoted prices for similar assets in active markets or quoted prices for identical assets in inactive markets.
Level 3: Unobservable inputs reflecting assumptions about the inputs used in pricing the asset.

We did not maintain any level 3 assets during the years ended April 30, 2021 and 2020. In accordance with ASU 2015-07, “Fair Value Measurement (Topic 820), Disclosures for Investments in Certain Entities That Calculate Net Asset Value per Share (or Its Equivalent)”, certain investments that are measured at fair value using the net asset value (NAV) per share (or its equivalent) practical expedient do not have to be classified in the fair value hierarchy. The fair value amounts presented in the following tables are intended to permit reconciliation of the fair value hierarchy to the amounts presented for the total pension benefit plan assets.

The following tables set forth, by level within the fair value hierarchy, pension plan assets at their fair value as of April 30:

 
2021
   
2020
 
   
Level 1
   
Level 2
   
Total
   
Level 1
   
Level 2
   
Total
 
US Plan Assets
                                   
Investments measured at NAV:
                                   
Global equity securities: Limited partnership
             
$
121,569
               
$
110,965
 
Fixed income securities: Commingled trust funds
               
115,560
                 
102,981
 
Total assets at NAV
             
$
237,129
               
$
213,946
 
                                         
Non-US Plan Assets
                                       
Equity securities:
                                       
US equities
 
$
   
$
51,882
   
$
51,882
   
$
   
$
36,842
   
$
36,842
 
Non-US equities
   
     
124,496
     
124,496
     
     
103,460
     
103,460
 
Balanced managed funds
   
     
103,717
     
103,717
     
     
44,989
     
44,989
 
Fixed income securities: Commingled funds
   
1,444
     
236,583
     
238,027
     
3,431
     
254,134
     
257,565
 
Other:
                                               
Real estate/other
   
     
543
     
543
     
     
490
     
490
 
Cash and cash equivalents
   
5,221
     
     
5,221
     
2,134
     
     
2,134
 
Total Non-US plan assets
 
$
6,665
   
$
517,221
   
$
523,886
   
$
5,565
   
$
439,915
   
$
445,480
 
Total plan assets
 
$
6,665
   
$
517,221
   
$
761,015
   
$
5,565
   
$
439,915
   
$
659,426
 

Expected employer contributions to the defined benefit pension plans in the year ended April 30, 2022 will be approximately $16.8 million, including $13.1 million of minimum amounts required for our non-US plans. From time to time, we may elect to make voluntary contributions to our defined benefit plans to improve their funded status.


Benefit payments to retirees from all defined benefit plans are expected to be the following in the fiscal year indicated:

Fiscal Year
 
US
 
Non-US
 
Total
2022
 
$
15,305
 
$
12,211
 
$
27,516
2023
   
15,446
   
11,769
   
27,215
2024
   
15,593
   
12,606
   
28,199
2025
   
15,024
   
14,817
   
29,841
2026
   
15,064
   
14,004
   
29,068
2027 – 2031
   
75,870
   
83,009
   
158,879
Total
 
$
152,302
 
$
148,416
 
$
300,718

Retiree Health Benefits

We provide contributory life insurance and health care benefits, subject to certain dollar limitations, for substantially all of our eligible retired US employees. The retiree health benefit is no longer available for any employee who retires after December 31, 2017. The cost of such benefits is expensed over the years the employee renders service and is not funded in advance. The accumulated post-retirement benefit obligation recognized on the Consolidated Statements of Financial Position as of April 30, 2021 and 2020, was $1.5 and $1.4 million, respectively. Annual credits for these plans for the years ended April 30, 2021, 2020, and 2019 were $(0.1) million, $(0.1) million and $(0.1) million, respectively.

Defined Contribution Savings Plans

We have defined contribution savings plans. Our contribution is based on employee contributions and the level of our match. We may make discretionary contributions to all employees as a group. The expense recorded for these plans was approximately $24.3 million, $19.0 million, and $13.1 million in the years ended April 30, 2021, 2020, and 2019 respectively.

Note 18 – Stock-Based Compensation

All equity compensation plans have been approved by shareholders. Under the 2014 Key Employee Stock Plan, (the Plan), qualified employees are eligible to receive awards that may include stock options, performance-based stock awards, and other restricted stock awards. Under the Plan, a maximum number of 6.5 million shares of our Class A stock may be issued. As of April 30, 2021, there were approximately 2,357,682 securities remaining available for future issuance under the Plan. We issue treasury shares to fund awards issued under the Plan.

Stock Option Activity

Under the terms of our stock option plan, the exercise price of stock options granted may not be less than 100% of the fair market value of the stock at the date of grant. Options are exercisable over a maximum period of ten years from the date of grant. For the years ended April 30, 2015 and prior, options generally vest 50% on the fourth and fifth anniversary date after the award is granted. For the year ended April 30, 2016, options vest 25% per year on April 30.

We did not grant any stock option awards since the year ended April 30, 2016. As of April 30, 2019, all outstanding options vested allowing the participant the right to exercise their awards, and there was no unrecognized share-based compensation expense remaining related to stock options.

The fair value of the options granted in the year ended April 30, 2016 was $14.77 using the Black-Scholes option-pricing model. The significant weighted average assumptions used in the fair value determination was the expected life which represented an estimate of the period of time stock options will be outstanding based on the historical exercise behavior of option recipients. The risk-free interest rate was based on the corresponding US Treasury yield curve in effect at the time of the grant. The expected volatility was based on the historical volatility of our Common Stock price over the estimated life of the option, while the dividend yield was based on the expected dividend payments to be made by us.


A summary of the activity and status of our stock option plans follows:

 
2021
   
2020
   
2019
 
   
Number
of Options
(in 000’s)
   
Weighted
Average
Exercise
Price
   
Weighted
Average
Remaining
Term
(in years)
   
Aggregate
Intrinsic
Value
(in millions)
   
Number
of Options
(in 000’s)
   
Weighted
Average
Exercise
Price
   
Number
of Options
(in 000’s)
   
Weighted
Average
Exercise
Price
 
Outstanding at beginning of year
   
286
   
$
50.14
                 
372
   
$
49.70
     
611
   
$
48.88
 
Granted
   
   
$
                 
   
$
     
   
$
 
Exercised
   
(60
)
 
$
43.91
                 
(34
)
 
$
38.32
     
(229
)
 
$
47.21
 
Expired or forfeited
   
(85
)
 
$
52.78
                 
(52
)
 
$
54.57
     
(10
)
 
$
56.97
 
Outstanding at end of year
   
141
   
$
51.17
     
2.6
   
$
0.9
     
286
   
$
50.14
     
372
   
$
49.70
 
Exercisable at end of year
   
141
   
$
51.17
     
2.6
   
$
0.9
     
286
   
$
50.14
     
372
   
$
49.70
 
Vested and expected to vest in the future at April 30
   
141
   
$
51.17
     
2.6
   
$
0.9
     
286
   
$
50.14
     
372
   
$
49.70
 

The intrinsic value is the difference between our common stock price and the option grant price. The total intrinsic value of options exercised during the years ended April 30, 2021, 2020, and 2019 was $0.2 million, $0.3 million, and $4.4 million, respectively. The total grant date fair value of stock options vested during the year ended April 30, 2019 was $4.8 million.

The following table summarizes information about stock options outstanding and exercisable at April 30, 2021:

 
Options Outstanding
 
Options Exercisable
Range of Exercise Prices
 
Number
of Options
(in 000’s)
 
Weighted Average
Remaining
Term
(in years)
 
Weighted
Average
Exercise
Price
 
Number
of Options
(in 000’s)
 
Weighted
Average
Exercise
Price
$39.53
 
34
 
2.0
 
$
39.53
 
34
 
$
39.53
$48.06 to $49.55
 
32
 
1.1
 
$
48.22
 
32
 
$
48.22
$55.99 to $59.70
 
75
 
3.6
 
$
57.76
 
75
 
$
57.76
Total/average
 
141
 
2.6
 
$
51.17
 
141
 
$
51.17

Performance-Based and Other Restricted Stock Activity

Under the terms of our long-term incentive plans, performance-based restricted unit awards are payable in restricted shares of our Class A Common Stock upon the achievement of certain three-year or less financial performance-based targets. During each three-year period or less, we adjust compensation expense based upon our best estimate of expected performance. For the years ended April 30, 2015 and prior, restricted performance shares vest 50% on the first and second anniversary date after the award is earned. For the years ended April 30, 2016 and 2017, restricted performance shares vest 50% on June 30 following the end of the three-year performance cycle and 50% on April 30 of the following year. Beginning in the year ended April 30, 2018, restricted performance share units vest 100% on June 30 following the end of the three year performance cycle.

We may also grant individual restricted unit awards payable in restricted shares of our Class A Common Stock to key employees in connection with their employment. For the years ended April 30, 2015 and prior, the restricted shares generally vest 50% at the end of the fourth and fifth years following the date of the grant. Starting with the year ended April 30, 2016 grants, restricted shares generally vest ratably 25% per year.

Under certain circumstances relating to a change of control or termination, as defined, the restrictions would lapse, and shares would vest earlier.


Activity for performance-based and other restricted stock awards during the years ended April 30, was as follows (shares in thousands):

 
2021
   
2020
   
2019
 
   
Restricted
Shares
   
Weighted
Average
Grant Date
Value
   
Restricted
Shares
   
Restricted
Shares
 
 
Nonvested shares at beginning of year
   
943
   
$
49.74
     
756
     
861
 
Granted
   
706
   
$
41.49
     
759
     
415
 
Change in shares due to performance
   
118
   
$
49.84
     
(70
)
   
(19
)
Vested and issued
   
(362
)
 
$
48.48
     
(329
)
   
(357
)
Forfeited
   
(125
)
 
$
47.88
     
(173
)
   
(144
)
Nonvested shares at end of year
   
1,280
   
$
45.73
     
943
     
756
 

For the years ended April 30, 2021, 2020 and 2019, we recognized stock-based compensation expense, on a pretax basis, of $22.0 million, $20.0 million and $18.3 million, respectively.

As of April 30, 2021, there was $36.3 million of unrecognized share-based compensation cost related to performance-based and other restricted stock awards, which is expected to be recognized over a period up to 4 years, or 2.2 years on a weighted average basis.

Compensation expense for restricted stock awards is measured using the closing market price of our Class A Common Stock at the date of grant. The total grant date value of shares vested during the years ended April 30, 2021, 2020, and 2019 was $17.6 million, $17.5 million, and $19.6 million, respectively.

President and CEO New Hire Equity Awards

On October 17, 2017, we announced Brian A. Napack as the new President and Chief Executive Officer of Wiley effective December 4, 2017 (the Commencement Date).  Upon the Commencement Date, Mr. Napack also became a member of our Board of Directors (the Board). In connection with his appointment, Wiley and Mr. Napack entered into an employment offer letter (the Employment Agreement). 

The Employment Agreement provides that beginning with the year ended April 30, 2018–2020 performance cycle, eligibility to participate in annual grants under our Executive Long-Term Incentive Program (ELTIP). Targeted long-term incentive for this cycle is equal to 300% of base salary, or $2.7 million. Sixty percent of the ELTIP value will be delivered in the form of target performance share units and forty percent in restricted share units. The grant date fair value for restricted share units was $59.15 per share and included 20,611 restricted share units, which vest 25% each year starting on April 30, 2018 to April 30, 2021. In addition, there was a performance share unit award with a target of 30,916 units and a grant date fair value of $59.15. The performance metrics are based on cumulative EBITDA for the year ended April 30, 2018-2020 and cumulative normalized free cash flow for the year ended April 30, 2018–2020.

In addition, the Employment Agreement provides for a sign-on grant of restricted share units, with a grant value of $4.0 million, converted to shares using our Class A closing stock price as of the Commencement Date, and vesting in two equal installments on the first and second anniversaries of the employment date. The grant date fair value for this award was $59.15 per share and included 67,625 units at the date of grant. Grants are subject to forfeiture in the case of voluntary termination prior to vesting and accelerated vesting in the case of earlier termination of employment without Cause, due to death or Disability or Constructive Discharge, or upon a Change in Control (as such terms are defined in the Employment Agreement).

Director Stock Awards

Under the terms of our 2018 Director Stock Plan (the Director Plan), each nonemployee director, other than the Chairman of the Board, receives an annual award of restricted shares of our Class A Common Stock equal in value to 100% of the annual director stock retainer fee, based on the stock price at the close of the New York Stock Exchange on the date of grant. Such restricted shares will vest on the earliest of (i) the day before the next Annual Meeting following the grant, (ii) the nonemployee director’s death or disability (as determined by the Governance Committee), or (iii) a change in control (as defined in the 2014 Key Employee Stock Plan). The granted shares may not be sold or transferred during the time the nonemployee director remains a director. There were 28,360, 20,048, and 18,991 restricted shares awarded under the Director Plan for the years ended April 30, 2021, 2020, and 2019, respectively.


Note 19 – Capital Stock and Changes in Capital Accounts

Each share of our Class B Common Stock is convertible into one share of Class A Common Stock. The holders of Class A stock are entitled to elect 30% of the entire Board of Directors and the holders of Class B stock are entitled to elect the remainder. On all other matters, each share of Class A stock is entitled to one tenth of one vote and each share of Class B stock is entitled to one vote.

Share Repurchases

During the year ended April 30, 2020, our Board of Directors approved an additional share repurchase program of $200 million of Class A or B Common Stock. As of April 30, 2021, we had authorization from our Board of Directors to purchase up to $200 million that was remaining under this program. No share repurchases were made under this program during the years ended April 30, 2021 and 2020.

The share repurchase program described above is in addition to the share repurchase program approved by our Board of Directors during the year ended April 30, 2017 of four million shares of Class A or B Common Stock. As of April 30, 2021, we had authorization from our Board of Directors to purchase up to 497,197 additional shares that were remaining under this program.

The following table summarizes the shares repurchased of Class A and B Common Stock during the years ended April 30 (shares in thousands):
 
2021
   
2020
   
2019
 
Shares repurchased – Class A
   
308
     
1,080
     
1,191
 
Shares repurchased – Class B
   
2
     
2
     
 
Average price – Class A and Class B
 
$
50.93
   
$
43.05
   
$
50.35
 

Dividends

The following table summarizes the cash dividends paid during the year ended April 30, 2021:

Date of Declaration by Board of Directors
Quarterly Cash Dividend
Total Dividend
Class of Common Stock
Dividend Paid Date
Shareholders of Record as of Date
June 25, 2020
$0.3425 per common share
$19.2 million
Class A and
Class B
July 22, 2020
July 7, 2020
September 23, 2020
$0.3425 per common share
$19.2 million
Class A and
Class B
October 21, 2020
October 6, 2020
December 16, 2020
$0.3425 per common share
$19.2 million
Class A and
Class B
January 13, 2021
December 30, 2020
March 24, 2021
$0.3425 per common share
$19.1 million
Class A and
Class B
April 21, 2021
April 6, 2021

Changes in Common Stock

The following is a summary of changes during the years ended April 30, in shares of our common stock and common stock in treasury (shares in thousands).

Changes in Common Stock A:
 
2021
   
2020
   
2019
 
Number of shares, beginning of year
   
70,166
     
70,127
     
70,111
 
Common stock class conversions
   
42
     
39
     
16
 
Number of shares issued, end of year
   
70,208
     
70,166
     
70,127
 
                         
Changes in Common Stock A in treasury:
                       
Number of shares held, beginning of year
   
23,405
     
22,634
     
21,853
 
Purchase of treasury shares
   
308
     
1,080
     
1,192
 
Restricted shares issued under stock-based compensation plans - non-PSU Awards
   
(268
)
   
(232
)
   
(205
)
Restricted shares issued under stock-based compensation plans - PSU Awards
   
(88
)
   
(68
)
   
(110
)
Shares issued under the Director Plan to Directors
   
(6
)
   
(97
)
   
(5
)
Restricted shares, forfeited
   
     
1
     
9
 
Restricted shares issued from exercise of stock options
   
(60
)
   
(34
)
   
(229
)
Shares withheld for taxes
   
129
     
122
     
130
 
Other
   
(1
)
   
(1
)
   
(1
)
Number of shares held, end of year
   
23,419
     
23,405
     
22,634
 
Number of Common Stock A outstanding, end of year
   
46,789
     
46,761
     
47,493
 

Changes in Common Stock B:
 
2021
   
2020
   
2019
 
Number of shares, beginning of year
   
13,016
     
13,055
     
13,071
 
Common stock class conversions
   
(42
)
   
(39
)
   
(16
)
Number of shares issued, end of year
   
12,974
     
13,016
     
13,055
 
                         
Changes in Common Stock B in treasury:
                       
Number of shares held, beginning of year
   
3,920
     
3,918
     
3,918
 
Shares repurchased
   
2
     
2
     
 
Number of shares held, end of year
   
3,922
     
3,920
     
3,918
 
Number of Common Stock B outstanding, end of year
   
9,052
     
9,096
     
9,137
 

Warrants

In connection with the acquisition of The Learning House, Inc. (Learning House) on November 1, 2018, a portion of the fair value of the consideration transferred was $0.6 million of warrants. The warrants were classified as equity and allow the holder to purchase 400,000 shares of our Class A Common Stock at an exercise price of $90.00, subject to adjustments. The term of the warrants is three years, expiring on November 1, 2021. The fair value of the warrants was determined using the Black-Scholes option pricing model.