SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
FORM 11-K
[ X ] ANNUAL REPORT PURSUANT TO SECTION 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
for the year ended December 31, 1997
Or
[ ] TRANSITION REPORT PURSUANT TO SECTION 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
for the transition period from to
Commission file number 1-11507
JOHN WILEY & SONS, INC.
EMPLOYEES' SAVINGS PLAN
------------------------------------------------
JOHN WILEY & SONS, INC.
605 Third Avenue, New York, NY 10158
<PAGE>
John Wiley & Sons, Inc. Employees' Savings Plan
Index to Financial Statements and Schedules
As of December 31, 1997 and 1996
Page No.
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Report of Independent Public Accountants 1
Statements of Net Assets Available for Benefits
as of December 31, 1997 and 1996 2
Statement of Changes in Net Assets Available for
Benefits for the Year Ended December 31, 1997 3
Notes to Financial Statements 4-7
Supplemental Schedules:
I Item 27A Schedule of Assets Held for Investment
Purposes as of December 31, 1997 8
II Item 27A Schedule of Assets Held for Investment
Purposes as of December 31, 1997 9
III Item 27D Schedule of Reportable Transactions
for the Year Ended December 31, 1997 10
Signature 11
Consent of Independent Public Accountants 12
All other schedules are omitted since they are not applicable or are not
required based on the disclosure requirements of the Employee Retirement Income
Security Act of 1974 and applicable regulations issued by the Department of
Labor.
<PAGE>
- 1 -
To the Benefits Administration Board
of the John Wiley & Sons, Inc.
Employees' Savings Plan:
We have audited the accompanying statements of net assets available for
benefits of the John Wiley & Sons, Inc. Employees' Savings Plan (the "Plan") as
of December 31, 1997 and 1996, and the related statement of changes in net
assets available for benefits for the year ended December 31, 1997. These
financial statements and the schedules referred to below are the responsibility
of the Plan's management. Our responsibility is to express an opinion on these
financial statements and schedules based on our audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly,
in all material respects, the net assets available for benefits of the Plan as
of December 31, 1997 and 1996, and the changes in net assets available for
benefits for the year ended December 31, 1997, in conformity with generally
accepted accounting principles.
Our audits were performed for the purpose of forming an opinion on the
basic financial statements taken as a whole. The supplemental schedules of
assets held for investment purposes and reportable transactions (Schedules I, II
and III) are presented for the purposes of additional analysis and are not a
required part of the basic financial statements but are supplementary
information required by the Department of Labor's Rules and Regulations for
Reporting and Disclosure under the Employee Retirement Income Security Act of
1974. The Fund information in the statements of net assets available for
benefits and the statement of changes in net assets available for benefits is
presented for purposes of additional analysis rather than to present the net
assets available for plan benefits and changes in net assets available for plan
benefits of each fund. The supplemental schedules and Fund information have been
subjected to the auditing procedures applied in the audit of the basic financial
statements and, in our opinion, are fairly stated in all material respects in
relation to the basic financial statements taken as a whole.
Arthur Andersen LLP
New York, New York
March 13, 1998
<PAGE>
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John Wiley & Sons, Inc. Employees' Savings Plan
Statements of Net Assets Available for Benefits
December 31, 1997 and 1996
December 31, December 31,
1997 1996
--------------------------
Plan Funds, at market value:
Balanced Fund $16,107,997 $13,016,817
Indexed Equity Fund 13,023,523 8,828,136
Growth Equity Fund 6,488,841 5,270,275
Small Capitalization Equity Fund 5,227,701 4,533,416
Money Market Fund 3,953,183 4,180,091
Bond Fund 3,623,718 3,585,550
International Equity Fund 2,414,104 2,073,565
Wiley Stock Fund 1,968,362 1,030,484
VCH Plan -- 527,106
Participant Loans 1,030,409 894,815
--------------------------
Net Assets Available for Benefits $ 53,837,838 $ 43,940,255
==========================
The accompanying notes are an integral part of these statements.
<PAGE>
<TABLE>
<CAPTION>
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John Wiley & Sons, Inc. Employees' Savings Plan
Statement of Changes in Net Assets Available for Benefits
For the Year Ended December 31, 1997
Indexed Money Growth Small-Cap Int'l Wiley
Bond Equity Market Balanced Equity Equity Equity Stock VCH Participant
Fund Fund Fund Fund Fund Fund Fund Fund Plan Loans Total
----------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
Investment income $ 237,804 373,051 225,842 1,377,619 1,244,899 514,766 184,384 18,302 275 -- 4,176,942
Realized gains and
(losses) (1,305) 115,874 -- 125,605 45,480 27,630 18,198 10,247 1,987 -- 343,716
Unrealized gains and
(losses) 7,865 2,681,523 -- 1,529,089 (590,475) 114,526 (83,225) 771,409 -- -- 4,430,712
Interest on loans -- -- -- -- -- -- -- -- -- 62,975 62,975
Contributions 388,886 1,134,955 484,665 1,320,065 803,804 653,455 412,467 205,747 -- -- 5,404,044
----------------------------------------------------------------------------------------------------------------
Total Additions 633,250 4,305,403 710,507 4,352,378 1,503,708 1,310,377 531,824 1,005,705 2,262 62,975 14,418,389
----------------------------------------------------------------------------------------------------------------
Withdrawals (531,885) (731,007) (777,585)(1,069,886) (607,813) (365,244) (242,470) (70,996) (71,913) -- (4,468,799)
Canceled loans of
terminated participants -- -- -- -- -- -- -- -- -- (52,007) (52,007)
Interfund transfers (63,197) 620,991 (159,830) (191,312) 322,671 (250,848) 51,185 3,169 (457,455) 124,626 --
----------------------------------------------------------------------------------------------------------------
Net Deductions (595,082) (110,016) (937,415)(1,261,198) (285,142) (616,092) (191,285) (67,827)(529,368) 72,619 (4,520,806)
----------------------------------------------------------------------------------------------------------------
Net Change 38,168 4,195,387 (226,908) 3,091,180 1,218,566 694,285 340,539 937,878 (527,106) 135,594 9,897,583
----------------------------------------------------------------------------------------------------------------
Net assets available
for benefits at
December 31, 1996 3,585,550 8,828,136 4,180,091 13,016,817 5,270,275 4,533,416 2,073,565 1,030,484 527,106 894,815 43,940,255
----------------------------------------------------------------------------------------------------------------
Net assets available
for benefits at
December 31, 1997 $3,623,718 13,023,523 3,953,183 16,107,997 6,488,841 5,227,701 2,414,104 1,968,362 -- 1,030,409 53,837,838
================================================================================================================
The accompanying notes are an integral part of this statement.
</TABLE>
<PAGE>
- 4 -
John Wiley & Sons, Inc. Employees' Savings Plan
Notes to Financial Statements
December 31, 1997 and 1996
(1) Description of the Plan:
The following represents the major provisions of the John Wiley &
Sons, Inc. Employees' Savings Plan (the "Plan") as amended on various dates
through December 31, 1997. Participants should refer to the section
entitled "Your Retirement Program" in their employee handbook for more
detailed information.
General -
The Plan is a defined contribution plan covering employees of John
Wiley & Sons, Inc. (the "Company" ). It is subject to the provisions of the
Employee Retirement Income Security Act of 1974, as amended ("ERISA").
Administration -
The Plan is administered by the Benefits Administration Board of the
Company (the "Plan Administrator") whose members are appointed by the
Company's Board of Directors.
The Plan's assets are managed by the Vanguard Group, Friess Associates
and T. Rowe Price. The First National Bank of Boston (the "Trustee") serves
as trustee.
The administrative expenses of the Plan are paid directly by the
Company.
Eligibility -
Each employee who has completed six months of service is eligible to
participate in the Plan on the next January 1, or July 1, or the first of
any month thereafter.
Vesting -
A participant's contribution is fully vested and non-forfeitable at
all times. The Company's contribution becomes fully vested to the
participant upon attaining age 65, at retirement, total disability or
death, or upon completion of 3 years of participation or 5 years of
service. After 1 year but less than 2 years of participation, one-third of
the Company's contribution becomes vested. After 2 years but less than 3
years of participation, two-thirds of the Company's contribution becomes
vested.
Contributions -
A participant designates between 2% and 15% of his or her base pay
plus overtime which is withheld from the participant's payroll check and is
invested in funds chosen by the participant. Subject to certain limitations
prescribed by the Internal Revenue Service (the "IRS"), the Company
contributes an amount equal to 50% of the first 6% of each participant's
contribution, which amounted to $1,193,027 and $1,139,655 in the years
ended December 31, 1997 and 1996, respectively.
No more than 10% of a participant's compensation can be a "deferred
cash contribution", that is, a reduction in the participant's compensation
and therefore tax-exempt. The participant's deferred cash contribution
cannot exceed an amount set annually by the IRS, which in 1997 amounted to
$9,500.
<PAGE>
- 5 -
Investment of Contributions -
A participant elects how to invest his or her contribution and the
Company's contribution on his or her behalf. The participant may invest the
entire amount in any one of eight available funds, or may invest in more
than one fund. Allocations to more than one fund may be made in any whole
percent.
A participant is permitted to change the allocation of his or her
contribution and to transfer existing fund balances to other investment
options, quarterly.
The eight available investment options are: a bond fund, which invests
in short term securities of the U. S. Government and its agencies with
average maturities of 2 to 3 years; an indexed equity fund, which invests
in common stocks that correspond to the S & P 500 index; a money market
fund, which invests in money market securities issued by the U. S.
Government and its agencies; a balanced fund, which invests in a
diversified and balanced portfolio of bonds and common stocks; a small
capitalization equity fund, which invests primarily in common stocks of
small capitalization companies; a growth equity fund, which invests
primarily in the stocks of companies that have proven records of
profitability; an international equity fund, which invests primarily in the
stocks of established non-U. S. Issuers; and an equity fund which invests
solely in the Class A Common Stock of the Company.
Withdrawals -
Withdrawals by participants of deferred cash dollars are permitted
when the participant reaches age 59 1/2, proves financial hardship or
terminates his or her employment. Withdrawals of contributions that are not
tax-deferred can be made as often as twice each calendar year.
Forfeitures -
If a participant who terminates his or her employment is not fully
vested at the time of termination, the non-vested amount is held for up to
five years and is restored to the participant's account upon re-employment.
Forfeitures not restored to participants' accounts are used to reduce the
Company's contribution. There were no forfeitures used to reduce the
Company's contribution in 1997.
Termination of Employment -
Upon termination of employment, a participant has the option of
receiving a lump-sum cash payment or leaving his or her account balance in
the Plan. Terminated participants who elect to leave their account balance
in the Plan retain the same rights to transfer balances between funds as
active participants.
Participants who retire (a) on disability, (b) at age 55 or later with
10 or more years of service, or (c) at age 65 or later may elect to receive
a lump-sum cash payment, or annual or monthly installments over a 5, 10, or
15 year period. Annual installments begin one year after termination;
monthly installments begin immediately. The installment payments are made
in equal amounts, and each will include income credited to the
participant's account balance before the installment amount is calculated.
Loans -
Participants may borrow from the vested portion of their account, then
repay the loan with interest through payroll deductions. The length of
loans is generally 5 years and loans are limited to a minimum of $1,000 and
a maximum of the lesser of 50% of the employee's vested balance, or $50,000
reduced by any outstanding loans. The amounts due from participants under
the loan provisions of the Plan, including accrued interest, are shown in
the accompanying financial statements.
<PAGE>
- 6 -
(2) Significant Accounting Policies:
Method of Accounting -
The books and records of the Plan are maintained on a cash basis. All
the necessary adjustments have been recorded to present the financial
statements on an accrual basis. Certain prior year amounts have been
reclassified to conform to the current year's presentation.
Valuation of Investments -
Investments are reflected in the accompanying statements of net assets
available for benefits at market value as determined by the Trustee. Such
market value has been determined based on quoted market prices.
Use Of Estimates -
The preparation of financial statements in conformity with generally
accepted accounting principles requires management to make estimates and
assumptions that affect the reported amounts of assets and liabilities and
disclosure of contingent liabilities at the date of the financial
statements and the reported amounts of revenues and expenses during the
reporting period. Actual results could differ from those estimates.
(3) Investments:
The fair market value of investments that represent 5% or more of the
Plan's net assets as of December 31, 1997, and their corresponding value at
December 31, 1996 are as follows:
1997 1996
--------------------------
Balanced Fund $16,107,997 $13,016,817
Indexed Equity Fund 13,023,523 8,828,136
Growth Equity Fund 6,488,841 5,270,275
Small Capitalization Equity Fund 5,227,701 4,533,416
Money Market Fund 3,953,183 4,180,091
Bond Fund 3,623,718 3,585,550
Realized and unrealized gains and losses on investments, as shown in
the accompanying statement of changes in net assets available for plan
benefits, are based on the value of the assets at the beginning of the year
or at the time of purchase, if purchased during the year.
Reference is made to the attached schedule of assets held for
investment purposes for further information on investments.
(4) Tax Status:
In December of 1993, the Plan received a favorable determination
letter from the IRS regarding compliance with Section 401 (a) of the
Internal Revenue Code. The Plan has since been amended on various dates.
However, the Plan Administrator and legal counsel believe that the Plan
continues to be tax exempt.
(5) Plan Merger:
As a result of the Company's acquisition of VCH Verlagsgesellschaft
mbH and its subsidiaries in June, 1996, the VCH Publishers Inc. Profit
Sharing and Retirement Savings Plan ("the VCH Plan") was merged with the
Plan effective October 1, 1996. At the time of the merger, the VCH Plan had
assets of $513,426, which were held in trust by Prudential Securities, Inc.
("the Prudential funds").
The assets of the VCH Plan were transferred to the Plan on January 31,
1997, at which time the assets of the VCH Plan were invested in the
available Plan funds.
<PAGE>
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(6) Reconciliation of Financial Statements to Form 5500:
December 31,
--------------------------
1997 1996
--------------------------
Net assets available for benefits
per the financial statements $53,837,838 $43,940,255
Amounts allocated to withdrawing participants (300,745) (688,849)
--------------------------
Net assets available for benefits per Form 5500 $53,537,093 $43,251,406
==========================
The following is a reconciliation of withdrawals paid to participants per
the financial statements and per the Form 5500:
Year Ended
December 31, 1997
-----------------
Withdrawals paid to
participants per the financial statements $4,468,799
Add: Amounts allocated to withdrawing
participants at December 31, 1997 300,745
Less: Amounts allocated to withdrawing
participants at December 31, 1996 (688,849)
------------
Withdrawals paid to participants per the Form 5500 $4,080,695
============
Amounts allocated to withdrawing participants are recorded on the Form 5500
for benefit claims that have been processed and approved for payment prior to
December 31, but not yet paid as of that date.
(7) Plan Termination:
Although it has not expressed any intent to do so, the Company has the
right under the Plan to discontinue its contributions at any time and to
terminate the Plan, subject to the provisions of ERISA. In the event of
Plan termination, participants will become 100 percent vested in their
accounts.
(8) Supplemental Information:
During the year ended December 31, 1997, the Plan had reportable
transactions, as defined under ERISA, which are shown in Schedule III.
The Plan has successfully met all the requirements of both the "actual
deferred percentage" (ADP) test and the "average contribution percentage"
(ACP) test for the years ended December 31, 1997 and 1996.
<PAGE>
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Schedule I
Item 27A
EIN:13-5593032
Plan Number: 002
John Wiley & Sons, Inc. Employees' Savings Plan
Schedule of Assets Held for Investment Purposes
As of December 31, 1997
Market
Name and Description Value Cost
- ------------------------------------------------------------------------
Vanguard Wellington Fund
(the Balanced Fund) $16,107,997 $12,128,165
Vanguard Indexed 500 Fund
(the Indexed Equity Fund) 13,023,523 7,531,982
Brandywine Fund
(the Growth Equity Fund) 6,488,841 6,264,102
Vanguard Explorer Fund
(the Small Capitalization Equity Fund) 5,227,701 4,531,764
Vanguard Federal Portfolio
(the Money Market Fund) 3,953,183 3,953,183
Vanguard Short -Term Federal Portfolio
(the Bond Fund) 3,623,718 3,650,467
T. Rowe Price International Stock Fund
(the International Equity Fund) 2,414,104 2,280,438
The John Wiley & Sons, Inc. Stock Fund 1,968,362 1,150,758
<PAGE>
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Schedule II
Item 27A
EIN: 13-5593032
Plan Number: 002
John Wiley & Sons, Inc. Employees' Savings Plan
Schedule of Assets Held for Investment Purposes
As of December 31, 1997
Cost and
Name and Description Rates of Interest Current Value
- -------------------- ----------------- -------------
Participant Loans 5.3% - 10.0% $1,030,409
<PAGE>
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Schedule III
Item 27D
EIN: 13-5593032
Plan Number: 002
John Wiley & Sons, Inc. Employees' Savings Plan
Schedule of Reportable Transactions
For The Year Ended December 31, 1997
Category (i)
- A single transaction in excess of 5% of plan assets None
Category (ii)
- A series of transactions in excess of 5% of plan assets
Acquisitions
Purchase
Price
-----------
Vanguard Wellington Fund
(the Balanced Fund) $2,900,001
Vanguard Indexed 500 Fund
(the Indexed Equity Fund) 2,117,107
Dispositions
Selling Cost Net Gain
Price of Assets (Loss)
----------------------------------
Vanguard Wellington Fund
(the Balanced Fund) $1,495,462 $1,369,857 $125,605
Vanguard Indexed 500 Fund
(the Indexed Equity Fund) 899,288 783,414 115,874
No expenses were incurred related to these transactions, and the purchase
and sale prices approximated current value on the transaction date. The Plan had
no lease commitments, obligations or leases in default, or transactions with
parties-in-interest during the year.
<PAGE>
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Benefits Administration Board of John Wiley & Sons, Inc. has duly caused this
annual report to be signed on its behalf by the undersigned hereunto duly
authorized.
JOHN WILEY & SONS, INC.
EMPLOYEES' SAVINGS PLAN
-----------------------
(Registrant)
By: /s/ William J. Arlington
----------------------------
William J. Arlington
Senior Vice President, Human Resources
Benefits Administration Board Member
- 12 -
Exhibit 23
CONSENT OF INDEPENDENT PUBLIC ACCOUNTANTS
TO THE BENEFITS ADMINISTRATION BOARD
OF JOHN WILEY & SONS, INC.:
As independent public accountants, we hereby consent to the incorporation
of our report included in this Form 11-K into John Wiley & Sons, Inc.
Registration Statement, file number 33- 62605, on Form S-8 filed in connection
with the John Wiley & Sons, Inc. Employees' Savings Plan.
Arthur Andersen LLP
New York, New York
March 13, 1998
