Not many companies were able to complete deals in Sept. 11's immediate aftermath. How was John Wiley & Sons Inc. able to close its largest transaction ever just 10 days after the attacks? Perhaps its long history inspired confidence; founded in 1807, Wiley's credits include publishing James Fenimore Cooper in 1821. But its more recent record as an acquirer probably mattered more.
In fact, shareholders in the family-controlled but independently run publisher have come to value the company as much for its acquisition reliability as for its organic growth. As Timothy B. King, Wiley's senior vice president of planning and development, puts it, "People say we're really good at winning baseball games by hitting singles."
The metaphor is apt, considering King has overseen 60 acquisitions since becoming Wiley's official corporate dealmaker in 1989. Since then, annual revenue has increased from $280 million to nearly $1 billion, while the stock has risen from $3.75 a share to more than $30.
The record is so compelling that Zurich-based UBS AG elected to stand behind the New York-based publisher (Wiley didn't relocate to Hoboken, N.J., until 2002) on its August 2001 agreement to acquire Hungry Minds Inc., owner of the "For Dummies" franchise, for $185 million. The all-cash deal closed on Sept. 21, 2001. "The bank came through," King says. "That told us about the bank, and it told others what the bank thought of us."
The deal also tells about King's modest nature as the leader of Wiley's eight-member corporate development team: Interspersed with all the singles is the occasional home run. Hungry Minds transformed Wiley from a midlist publisher into a leader in several fields, bringing in such well-known brands as Frommer's travel guides, CliffsNotes and Webster's New World Dictionary.
Even more bracing, though, was the $40 million deal that kick-started King's career as Wiley's go-to M&A man. That acquisition had the company paying nearly 10 times its own net income for scientific-journal publisher Alan R. Liss Inc. "It was right where we wanted to be," King says. A bet-the-company transaction that paid off, Liss provided the cornerstone to Wiley's scientific, technical and medical business.
The STM business currently accounts for 37% of company sales, lagging only the 43% contribution Wiley's professional/trade business now makes with the help of Hungry Minds. Higher-education publishing, much of which Wiley is taking online, accounts for the rest.
All three businesses owe much to King-directed bolt-ons. Yet the 63-year-old Briton makes a point of never foisting his deal expertise on unreceptive colleagues. "I've spent most of my life in operations," he says of a career that he began as a sales rep in West Virginia for McGraw-Hill Inc. and that includes managing director stints in both Mexico and Germany. "So if a division isn't with us, we're just not doing it."
But that still leaves plenty for King's crew to do. "We go out and scout prospects," he says, "approach those of interest to any of our divisions and then try to do a deal before it becomes public." How conversant is Wiley's M&A team with the company's businesses? King admits to knowing "everything that moves in any of our three areas."
He even knows what doesn't move, such as the time Wiley initially lost the auction for VCH Publishing Group, a leading scientific, technical and professional publisher in Weinheim, Germany. The winning bidders were granted an exclusive negotiation period Ñ through the end of April 1996 Ñ to bring in the deal. But they failed to tie it up in time.
"They were asleep at the switch," King recalls. By the time they woke up seven days later, Wiley's corporate dealmaking unit had not only completed its own due diligence and drawn up a contract but had gotten the sellers' signatures on the $100 million deal that, even today, ranks as the company's second-largest transaction. - Richard Morgan
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Doing the deals at
John Wiley & Sons Inc.
Title: Timothy B. King, Senior VP of planning and development. Reports to Wiley president and CEO William J. Pesce.
Education: Master's degree in natural sciences from the University of Cambridge.
Experience: Held a variety of operating jobs, including managing director stints in Germany and Mexico. |
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