The transaction, which was effective August 31, 2012, is a tad less than the $23 million to $25 million that had been rumored in the days following the announcement.
Of the $22 million in cash, $3.3 million remains in escrow as it is “related to standard commercial representations and warranties,” Wiley said in a financial filing.
Wiley also indicated that it entered into a transition services agreement with Google, although Wiley didn’t provide any details about it.
Wiley stated it recorded a pre-tax gain of $9.8 million on the sale of its travel-publishing program to Google, or $6.2 million after taxes.
Wiley gave some indication of the travel-publishing program’s revenue. Wiley noted that in the first six months of its fiscal year 2013, through December 10, its adjusted revenue of $834 million excludes $8 million in travel-publishing-related revenue because of the Google acquisition in August.
And, Wiley excluded $10 million in travel-publishing-related revenue from its adjusted revenue of $867 million in the first six months of fiscal year 2012.
In other words, Wiley’s $8 million in travel-publishing-related revenue in the first six months of fiscal year 2013 represented a 20% reduction from year-earlier period.
It’s difficult to gauge precisely how much the value of the Frommer’s, Unofficial Guides, and WhatsonWhen brands may have diminished over the years.
Wiley acquired Hungry Minds for $184.9 million in 2001. Hungry Minds included numerous brands, including Frommer’s, Unofficial Guides, and many that had nothing to do with travel, including CliffNotes, For Dummies, the Bible and Visual series, Webster’s New World Dictionary, Betty Crocker, Weight Watchers, and others.
Wiley also acquired WhatsonWhen, an events guide, for a rumored $10 million in 2006.
In addition to selling Frommer’s, Unofficial Guides and WhatsonWhen to Google for $22 million in August, Wiley sold “its culinary, CliffNotes, and Webster’s New World Dictionary consumer-publishing programs” to Houghton Mifflin Harcourt for $11 million last month.
Wiley decided that consumer publishing no longer aligns with its business, and the company has vowed to sell or shutter its remaining consumer-publishing holdings.