Skillsoft Reports Strong Financial Results for the Fourth Quarter and Fiscal Year of 2022
Bookings Growth of 7% for the Fiscal Year
Provides Fiscal 2023 Guidance Reflecting Solid Bookings and Accelerating Revenue Growth
Closes Codecademy Acquisition which is Expected to Accelerate Growth in Tech & Dev Business
BOSTON–(BUSINESS WIRE)–Skillsoft Corp. (NYSE: SKIL) (“Skillsoft” or the “Company”), a global leader in corporate digital learning, today announced its financial results for the fourth quarter and full year of fiscal 2022 ended January 31, 2022. The Company also provided fiscal 2023 guidance.
“We had a great finish to a monumental year for the new Skillsoft, helping us deliver full year bookings growth of 7%, exceeding guidance and putting the Company on a solid growth trajectory,” said Jeffrey R. Tarr, Skillsoft’s Chief Executive Officer. “We exited the year with strong momentum, which we believe positions us well to deliver solid bookings, accelerated revenue growth, and industry-leading profitability in fiscal 2023.”
Mr. Tarr added, “Since returning Skillsoft to the public market in June, we moved extremely fast in setting the Company up for success as we recapitalized our balance sheet, assembled a world-class management team and board of directors, closed three acquisitions, made foundational growth investments, and delivered strong fiscal 2022 results. I want to thank our entire team for their tireless efforts during a period of tremendous change as we formed the new Skillsoft and positioned the Company to extend our lead in corporate digital learning.”
Fiscal 2022 Fourth Quarter Financial Highlights1
- Grew bookings 5%;
- Delivered GAAP revenue of $166 million and GAAP net income of $8 million;
- Grew adjusted revenue 2% to $176 million with adjusted EBITDA of $36 million, up 24% compared to the prior year;2 and
- Delivered combined Percipio and dual deployment dollar retention rate of 103%.
Fiscal 2022 Full Year Financial Highlights1
- Grew bookings 7%;
- Delivered GAAP revenue of $665 million and GAAP net loss of $113 million;
- Returned to adjusted revenue growth of 1% to $698 million with adjusted EBITDA of $167 million, up 2% compared to the prior year;2 and
- Delivered combined Percipio and dual deployment dollar retention rate of 104%.
|
Outlook |
|
|
Bookings |
$790 million to $825 million |
|
|
Adjusted Revenue |
$765 million to $790 million |
|
|
Adjusted EBITDA |
Approximately $167 million |
|
|
|
|
|
- We expect Fiscal 2024 adjusted EBITDA growth of at least low double digits.
Key Operational Metrics and Non-GAAP Financial Measures
Bookings
The following table sets forth unaudited bookings for the three and twelve months ended January 31, 2022 and 2021 as if pre-combination Skillsoft and Global Knowledge had been combined and their fiscal quarters had been aligned to end on January 31:
Three Months | Twelve Months | |||||||||||
(In thousands) | Ended January 31, | Change | Ended January 31, | Change | ||||||||
2022 |
2021 |
|
$ |
% |
|
2022 |
2021 |
|
$ |
% |
||
Content and Global Knowledge | ||||||||||||
Percipio |
$55,802 |
$32,207 |
$23,595 |
73% |
$106,078 |
$63,852 |
$42,226 |
66% |
||||
Dual Deployment and Coaching |
89,207 |
97,897 |
(8,690) |
-9% |
184,563 |
173,654 |
10,909 |
6% |
||||
Skillport |
14,957 |
26,764 |
(11,807) |
-44% |
39,275 |
80,719 |
(41,444) |
-51% |
||||
Total Subscription |
$159,966 |
$156,868 |
$3,098 |
2% |
$329,916 |
$318,225 |
$11,691 |
4% |
||||
Services and One-Time Orders |
7,871 |
6,859 |
1,012 |
15% |
18,779 |
16,189 |
2,590 |
16% |
||||
Total Content |
$167,837 |
$163,727 |
4,110 |
3% |
$348,695 |
$334,414 |
14,280 |
4% |
||||
Global Knowledge |
59,533 |
53,090 |
6,443 |
12% |
250,020 |
214,316 |
35,704 |
17% |
||||
Total Content & Global Knowledge |
$227,370 |
$216,817 |
$10,553 |
5% |
$598,715 |
$548,730 |
$49,984 |
9% |
||||
SumTotal | ||||||||||||
Subscription |
$33,317 |
$32,765 |
$552 |
2% |
$97,869 |
$101,051 |
($3,182) |
-3% |
||||
Services and One-Time Orders |
7,590 |
6,822 |
768 |
11% |
24,814 |
22,698 |
2,116 |
9% |
||||
Total SumTotal |
$40,907 |
$39,587 |
$1,320 |
3% |
$122,683 |
$123,749 |
($1,066) |
-1% |
||||
Total |
$268,277 |
$256,404 |
$11,873 |
5% |
$721,398 |
$672,479 |
$48,918 |
7% |
Dollar Retention Rate
The following table sets forth dollar retention rates (“DRR”) for the last twelve month (“LTM”) period ended January 31, 2022 and for the three month periods ended January 31, 2022 and 2021 as if Skillsoft and Global Knowledge had been combined and their fiscal quarters had been aligned to end on January 31:
January 31 | ||||
LTM |
2022 |
2021 |
||
Percipio |
99% |
99% |
102% |
|
Dual Deployment |
106% |
105% |
100% |
|
Percipio + Dual Deployment |
104% |
103% |
101% |
|
Skillport |
67% |
66% |
74% |
|
Total Content Business |
97% |
98% |
94% |
|
SumTotal Business |
99% |
102% |
93% |
Capital Structure
The following table sets forth Skillsoft’s cash and cash equivalents and long-term debt as of January 31, 2022:
(In thousands) | January 31, 2022 |
Assets | |
Cash and Equivalents |
$154,672 |
Liabilities | |
Long-Term Debt |
$466,985 |
(includes current portion and consists of $478,800 of outstanding principal less unamortized issuance costs and original issue discount) |
Weighted average shares outstanding during the period from October 31, 2021 to January 31, 2022 were 133.2 million.
Webcast and Conference Call Information
Skillsoft will host a conference call and webcast today at 5:00 p.m. Eastern Time to discuss its financial results. To access the call, dial (877) 413-9278 from the United States and Canada or (215) 268-9914 from international locations. The live event can be accessed from the Investor Relations section of Skillsoft’s website at investor.skillsoft.com. A replay will be available for six months.
Annual Meeting Date
The Board of Directors of Skillsoft has established Thursday, June 23, 2022 as the date of the Company’s 2022 Annual Meeting of Stockholders. The 2022 Annual Meeting will be held virtually by means of remote communication. The details of the virtual annual meeting, including how stockholders can log into the virtual meeting, vote and submit questions, will be disclosed in the Company’s definitive proxy statement for the 2022 Annual Meeting to be filed with the Securities and Exchange Commission.
Any stockholder seeking to bring business before the 2022 Annual Meeting or to nominate a director must provide timely notice, as set forth in the Company’s Amended and Restated Bylaws. Specifically, written notice of any proposed business or nomination must be delivered to the Company’s Secretary no later than the close of business on April 16th which is the tenth day following this public announcement of the date of the 2022 Annual Meeting). Any notice of proposed business or nomination must comply with the specific requirements set forth in the Amended and Restated Bylaws.
About Skillsoft
Skillsoft (NYSE: SKIL) is a global leader in corporate digital learning, focused on transforming today’s workforce for tomorrow’s economy. The Company provides enterprise learning solutions designed to prepare organizations for the future of work, overcome critical skill gaps, drive demonstrable behavior-change, and unlock the potential in their people. Skillsoft offers a comprehensive suite of premium, original, and authorized partner content, including one of the broadest and deepest libraries of leadership & business skills, technology & developer, and compliance curricula. With access to a broad spectrum of learning options (including video, audio, books, bootcamps, live events, and practice labs), organizations can meaningfully increase learner engagement and retention. Skillsoft’s offerings are delivered through Percipio, its award-winning, AI-driven, immersive learning platform purpose built to make learning easier, more accessible, and more effective. Learn more at www.skillsoft.com.
NON-GAAP FINANCIAL MEASURES AND KEY PERFORMANCE METRICS
We track several non-GAAP financial measures and key performance metrics that we believe are key financial measures of our success. Non-GAAP measures and key performance metrics are frequently used by securities analysts, investors, and other interested parties in their evaluation of companies comparable to us, many of which present non-GAAP measures and key performance metrics when reporting their results. These measures can be useful in evaluating our performance against our peer companies because we believe the measures provide users with valuable insight into key components of U.S. GAAP financial disclosures. For example, a company with higher U.S. GAAP net income may not be as appealing to investors if its net income is more heavily comprised of gains on asset sales. Likewise, excluding the effects of interest income and expense moderates the impact of a company’s capital structure on its performance. However, non-GAAP measures and key performance metrics have limitations as analytical tools. Because not all companies use identical calculations, our presentation of non-GAAP financial measures and key performance metrics may not be comparable to other similarly titled measures of other companies. They are not presentations made in accordance with U.S. GAAP, are not measures of financial condition or liquidity, and should not be considered as an alternative to profit or loss for the period determined in accordance with U.S. GAAP or operating cash flows determined in accordance with U.S. GAAP. As a result, these performance measures should not be considered in isolation from, or as a substitute analysis for, results of operations as determined in accordance with U.S. GAAP.
We do not reconcile our forward-looking non-GAAP financial measures to the corresponding U.S. GAAP measures, due to variability and difficulty in making accurate forecasts and projections and/or certain information not being ascertainable or accessible; and because not all of the information necessary for a quantitative reconciliation of these forward-looking non-GAAP financial measures to the most directly comparable U.S. GAAP financial measure is available to us without unreasonable efforts. For the same reasons, we are unable to address the probable significance of the unavailable information. We provide non-GAAP financial measures that we believe will be achieved, however we cannot accurately predict all of the components of the adjusted calculations and the U.S. GAAP measures may be materially different than the non-GAAP measures.
Forward Looking Statements
This document includes statements that are, or may be deemed to be, “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, which are intended to be covered by the safe harbors created by those laws. These forward-looking statements include information about possible or assumed future results of our operations. All statements, other than statements of historical facts, that address activities, events or developments that we expect or anticipate may occur in the future, including such things as our outlook (including bookings, adjusted revenue, and adjusted EBITDA), our product development and planning, our pipeline, future capital expenditures, financial results, the impact of regulatory changes, existing and evolving business strategies and acquisitions and dispositions, demand for our services and competitive strengths, goals, the benefits of new initiatives, growth of our business and operations, our ability to successfully implement our plans, strategies, objectives, expectations and intentions are forward-looking statements. Also, when we use words such as “may,” “will,” “would,” “anticipate,” “believe,” “estimate,” “expect,” “intend,” “plan,” “projects,” “forecasts,” “seeks,” “outlook,” “target,” “goals,” “probably,” or similar expressions, we are making forward-looking statements. Such statements are based upon the current beliefs and expectations of Skillsoft’s management and are subject to significant risks and uncertainties. Actual results may differ from those set forth in the forward-looking statements. All forward-looking disclosure is speculative by its nature.
There are important risks, uncertainties, events and factors that could cause our actual results or performance to differ materially from those in the forward-looking statements contained in this document, including:
- our ability to realize the benefits expected from the business combination between Skillsoft, Churchill Capital Corp. II, and Global Knowledge, and other recent transactions, including our acquisitions of Pluma and Codecademy;
- the impact of U.S. and worldwide economic trends, financial market conditions, geopolitical events, natural disasters, climate change, public health crises, the ongoing COVID-19 pandemic (including any variant), political crises, or other catastrophic events on our business, liquidity, financial condition and results of operations;
- our ability to attract and retain key employees and qualified technical and sales personnel;
- our reliance on third parties to provide us with learning content, subject matter expertise, and content productions and the impact on our business if our relationships with these third parties are terminated;
- fluctuations in our future operating results;
- our ability to successfully identify, consummate, and achieve strategic objectives in connection with our acquisition opportunities and realize the benefits expected from the acquisition;
- the demand for, and acceptance of, our products and for cloud-based technology learning solutions in general;
- our ability to compete successfully in competitive markets and changes in the competitive environment in our industry and the markets in which we operate;
- our ability to market existing products and develop new products;
- a failure of our information technology infrastructure or any significant breach of security, including in relation to the migration of our key platforms from our systems to cloud storage;
- future regulatory, judicial, and legislative changes in our industry;
- our ability to comply with laws and regulations applicable to our business;
- a failure to achieve and maintain effective internal control over financial reporting;
- fluctuations in foreign currency exchange rates;
- our ability to protect or obtain intellectual property rights;
- our ability to raise additional capital;
- the impact of our indebtedness on our financial position and operating flexibility;
- our ability to meet future liquidity requirements and comply with restrictive covenants related to long-term indebtedness;
- our ability to successfully defend ourselves in legal proceedings; and
- our ability to continue to meet applicable listing standards.
The foregoing list of factors is not exhaustive and new factors may emerge from time to time that could also affect actual performance and results. For more information, please see the risk factors included in the Company’s S-1 amendment filed on July 29, 2021 and subsequent filings with the SEC including our Form 10-K to be filed with the SEC for the fiscal year ended January 31, 2022.
Although we believe that the assumptions underlying our forward-looking statements are reasonable, any of these assumptions, and therefore also the forward-looking statements based on these assumptions, could themselves prove to be inaccurate. Given the significant uncertainties inherent in the forward-looking statements included in this document, our inclusion of this information is not a representation or guarantee by us that our objectives and plans will be achieved. Annualized, pro forma, projected, and estimated numbers are used for illustrative purpose only, are not forecasts and may not reflect actual results. Additionally, statements as to market share, industry data, and our market position are based on the most currently available data available to us and our estimates regarding market position or other industry data included in this document or otherwise discussed by us involve risks and uncertainties and are subject to change based on various factors, including as set forth above.
Our forward-looking statements speak only as of the date made and we will not update these forward-looking statements unless required by applicable law. With regard to these risks, uncertainties, and assumptions, the forward-looking events discussed in this document may not occur, and we caution you against unduly relying on these forward-looking statements.
[1] Growth calculated compared to the prior year as if pre-combination Skillsoft and Global Knowledge had been combined and their fiscal quarters had been aligned to end on January 31, 2021.
[2] Signifies non-GAAP measures. See “Non-GAAP Financial Measures and Key Performance Metrics” in this release.
[3] See “Non-GAAP Financial Measures and Key Performance Metrics.” The Company is unable to reconcile forward-looking non-GAAP measures without unreasonable efforts.
SKILLSOFT CORP. | |||||||
UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS | |||||||
(IN THOUSANDS, EXCEPT NUMBER OF SHARES) | |||||||
Successor | Predecessor (SLH) | ||||||
January 31, 2022 | January 31, 2021 | ||||||
ASSETS | |||||||
Current assets: | |||||||
Cash and cash equivalents | $ |
154,672 |
$ |
71,479 |
|||
Restricted cash |
14,251 |
2,964 |
|||||
Accounts receivable, less reserves of approximately $173 and $294 as of January 31, 2022 and January 31, 2021 respectively |
212,463 |
179,784 |
|||||
Prepaid expenses and other current assets |
45,837 |
30,326 |
|||||
Total current assets |
427,223 |
284,553 |
|||||
Property and equipment, net |
18,084 |
13,780 |
|||||
Goodwill |
871,504 |
495,004 |
|||||
Intangible assets, net |
869,487 |
728,633 |
|||||
Right of use assets |
19,925 |
15,131 |
|||||
Deferred tax asset |
976 |
— |
|||||
Other assets |
15,725 |
8,636 |
|||||
Total assets | $ |
2,222,924 |
$ |
1,545,737 |
|||
LIABILITIES AND SHAREHOLDER’S EQUITY | |||||||
Current liabilities: | |||||||
Current maturities of long-term debt | $ |
4,800 |
$ |
5,200 |
|||
Borrowings under accounts receivable facility |
74,629 |
17,022 |
|||||
Accounts payable |
25,661 |
7,425 |
|||||
Accrued compensation |
51,115 |
36,375 |
|||||
Accrued expenses and other current liabilities |
51,017 |
23,125 |
|||||
Lease liabilities |
6,895 |
4,740 |
|||||
Deferred revenue |
331,605 |
257,549 |
|||||
Total current liabilities |
545,722 |
351,436 |
|||||
Long-term debt |
462,185 |
510,236 |
|||||
Warrant liabilities |
28,199 |
900 |
|||||
Deferred tax liabilities |
100,887 |
81,008 |
|||||
Long term lease liabilities |
13,355 |
13,155 |
|||||
Deferred revenue – non-current |
1,248 |
3,035 |
|||||
Other long-term liabilities |
11,430 |
5,998 |
|||||
Total long-term liabilities |
617,304 |
614,332 |
|||||
Commitments and contingencies |
— |
— |
|||||
Shareholders’ equity: | |||||||
(Predecessor SLH) Shareholders’ common stock- Class A and Class B common shares, $0.01 par value: 1,000,000,000 shares authorized (800,000,000 Class A, 200,000,000 Class B) at January 31, 2021; 4,000,000 shares issued and outstanding (3,840,000 Class A, 160,000 Class B) at January 31, 2021 |
— |
40 |
|||||
(Successor) Shareholders’ common stock- Class A common shares, $0.0001 par value: 375,000,000 shares authorized and 133,258,027 shares issued and outstanding at January 31, 2022 |
11 |
— |
|||||
Additional paid-in capital |
1,306,146 |
674,333 |
|||||
Accumulated deficit |
(247,229) |
(93,722) |
|||||
Accumulated other comprehensive income (loss) |
970 |
(682) |
|||||
Total shareholders’ equity |
1,059,898 |
579,969 |
|||||
Total liabilities and shareholders’ equity | $ |
2,222,924 |
$ |
1,545,737 |
SKILLSOFT CORP. | |||||||
UNAUDITED CONSOLIDATED STATEMENTS OF OPERATIONS | |||||||
(IN THOUSANDS, EXCEPT PER SHARE AMOUNTS) | |||||||
Successor | Predecessor (SLH) | ||||||
Three Months | Three Months | ||||||
Ended | Ended | ||||||
January 31, 2022 | January 31, 2021 | ||||||
Revenues: | |||||||
Total revenues | $ |
166,182 |
$ |
71,795 |
|||
Operating expenses: | |||||||
Costs of revenues |
49,517 |
25,016 |
|||||
Content and software development |
20,366 |
19,109 |
|||||
Selling and marketing |
43,939 |
37,092 |
|||||
General and administrative |
26,810 |
11,561 |
|||||
Amortization of intangible assets |
38,836 |
23,934 |
|||||
Recapitalization and acquisition-related costs |
6,512 |
7,703 |
|||||
Restructuring |
2,602 |
4,261 |
|||||
Total operating expenses |
188,582 |
128,676 |
|||||
Operating loss |
(22,400) |
(56,881) |
|||||
Other expense, net |
(542) |
(165) |
|||||
Fair value adjustment of warrants |
37,164 |
— |
|||||
Interest income |
64 |
15 |
|||||
Interest expense |
(7,001) |
(12,041) |
|||||
Income (loss) before benefit from income taxes |
7,285 |
(69,072) |
|||||
Benefit from income taxes |
(617) |
(14,064) |
|||||
Net income (loss) |
7,902 |
(55,008) |
|||||
Income (loss) per share: | |||||||
Class A and B – Basic and Diluted (Predecessor (SLH)) | * |
(13.75) |
|||||
Ordinary – Basic and Diluted (Successor) |
0.06 |
* | |||||
Weighted average common share outstanding: | |||||||
Class A and B – Basic and Diluted (Predecessor (SLH)) | * |
4,000 |
|||||
Ordinary – Basic and Diluted (Successor) |
133,216 |
* |
SKILLSOFT CORP. | |||||||||||||||||
UNAUDITED CONSOLIDATED STATEMENTS OF OPERATIONS | |||||||||||||||||
(IN THOUSANDS, EXCEPT PER SHARE AMOUNTS) | |||||||||||||||||
Fiscal 2022 | Fiscal 2021 | Fiscal 2020 | |||||||||||||||
Successor | Predecessor (SLH) | Predecessor (SLH) | Predecessor (PL) | Predecessor (PL) | |||||||||||||
From | From | From | From | ||||||||||||||
June 12, 2021 to | February 1, 2021 | August 28, 2020 | February 1, 2020 | Fiscal year ended | |||||||||||||
January 31, 2022 | to June 11, 2021 | to January 31, 2021 | to August 27, 2020 | January 31, 2020 | |||||||||||||
Revenues: | |||||||||||||||||
Total revenues | $ |
427,754 |
$ |
139,636 |
$ |
108,768 |
$ |
273,851 |
$ |
514,021 |
|||||||
Operating expenses: | |||||||||||||||||
Costs of revenues |
126,414 |
35,881 |
40,898 |
52,160 |
96,044 |
||||||||||||
Content and software development |
46,682 |
24,084 |
30,028 |
38,986 |
67,951 |
||||||||||||
Selling and marketing |
106,110 |
41,940 |
55,285 |
75,028 |
140,785 |
||||||||||||
General and administrative |
72,004 |
17,217 |
21,636 |
37,455 |
57,356 |
||||||||||||
Amortization of intangible assets |
95,922 |
50,902 |
39,824 |
34,378 |
96,359 |
||||||||||||
Impairment of intangible assets |
— |
— |
— |
332,376 |
440,598 |
||||||||||||
Recapitalization and acquisition-related costs |
20,194 |
6,938 |
15,928 |
32,099 |
16,244 |
||||||||||||
Restructuring |
3,696 |
(703) |
4,341 |
1,179 |
1,900 |
||||||||||||
Total operating expenses |
471,022 |
176,259 |
207,940 |
603,661 |
917,237 |
||||||||||||
Operating loss |
(43,268) |
(36,623) |
(99,172) |
(329,810) |
(403,216) |
||||||||||||
Other (expense) income, net |
(1,850) |
(493) |
552 |
1,268 |
(5,120) |
||||||||||||
Fair value adjustment of warrants |
17,441 |
900 |
2,900 |
— |
— |
||||||||||||
Interest income |
94 |
64 |
24 |
105 |
306 |
||||||||||||
Interest expense |
(24,366) |
(16,820) |
(19,960) |
(168,341) |
(429,963) |
||||||||||||
Reorganization items, net |
— |
— |
— |
3,329,245 |
— |
||||||||||||
(Loss) income before (benefit from) provision for income taxes |
(51,949) |
(52,972) |
(115,656) |
2,832,467 |
(837,993) |
||||||||||||
(Benefit from) provision for income taxes |
(5,143) |
(3,708) |
(21,934) |
68,455 |
11,212 |
||||||||||||
Net (loss) income | $ |
(46,806) |
$ |
(49,264) |
$ |
(93,722) |
$ |
2,764,012 |
$ |
(849,205) |
|||||||
Net loss per share class (Predecessor (SLH) only) | |||||||||||||||||
Net loss for Class A | $ |
(47,293) |
$ |
(89,973) |
|||||||||||||
Loss on modifications of terms of participation rights held by Class B shareholders and warrants |
— |
(5,900) |
|||||||||||||||
Net loss attributable to Class A | $ |
(47,293) |
$ |
(95,873) |
|||||||||||||
Net loss for Class B | $ |
(1,971) |
$ |
(3,749) |
|||||||||||||
Gain on modifications of terms of participation rights held by Class B shareholders and warrants |
— |
5,900 |
|||||||||||||||
Net income attributable to Class B | $ |
(1,971) |
$ |
2,151 |
|||||||||||||
(Loss) income per share: | |||||||||||||||||
Ordinary – Basic and Diluted (PL) | * | * | * | $ |
27,612.51 |
$ |
(8,483.57) |
||||||||||
Class A – Basic and Diluted (SLH) | * | $ |
(12.32) |
$ |
(24.97) |
* | * | ||||||||||
Class B – Basic and Diluted (SLH) | * | $ |
(12.32) |
$ |
13.44 |
* | * | ||||||||||
Ordinary – Basic and Diluted (Successor) | $ |
(0.35) |
* | * | * | * | |||||||||||
Weighted average common share outstanding: | |||||||||||||||||
Ordinary – Basic and Diluted (PL) | * | * | * |
100.1 |
100.1 |
||||||||||||
Class A – Basic and Diluted (SLH) | * |
3,840 |
3,840 |
* | * | ||||||||||||
Class B– Basic and Diluted (SLH) | * |
160 |
160 |
* | * | ||||||||||||
Ordinary – Basic and Diluted (Successor) |
133,143 |
* | * | * | * |
SKILLSOFT CORP. | |||||||||||||||||
UNAUDITED CONSOLIDATED STATEMENTS OF CASH FLOWS | |||||||||||||||||
(IN THOUSANDS) | |||||||||||||||||
Fiscal 2022 | Fiscal 2021 | Fiscal 2020 | |||||||||||||||
Successor | Predecessor (SLH) | Predecessor (SLH) | Predecessor (PL) | Predecessor (PL) | |||||||||||||
June 12, 2021 | February 1, 2021 | August 28, 2020 | February 1, 2020 | ||||||||||||||
through | through | through | through | Fiscal year ended | |||||||||||||
January 31, 2022 | June 11, 2021 | January 31, 2021 | August 27, 2020 | January 31, 2020 | |||||||||||||
Cash flows from operating activities: | |||||||||||||||||
Net (loss) income | $ |
(46,806) |
$ |
(49,264) |
$ |
(93,722) |
$ |
2,764,012 |
$ |
(849,205) |
|||||||
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities: | |||||||||||||||||
Share-based compensation |
14,664 |
— |
— |
— |
83 |
||||||||||||
Depreciation and amortization |
6,556 |
3,572 |
3,604 |
5,864 |
9,716 |
||||||||||||
Amortization of intangible assets |
95,922 |
50,902 |
39,824 |
34,378 |
96,359 |
||||||||||||
Change in bad debt reserve |
(912) |
(174) |
294 |
24 |
(42) |
||||||||||||
(Benefit from) provision for income taxes – non-cash |
14,378 |
(5,886) |
(23,140) |
66,234 |
5,759 |
||||||||||||
Non-cash interest expense |
817 |
487 |
671 |
2,407 |
5,687 |
||||||||||||
Impairment of intangible assets |
— |
— |
— |
332,376 |
440,598 |
||||||||||||
Fair value adjustment to warrants |
(17,441) |
(900) |
(2,900) |
— |
— |
||||||||||||
Right-of-use asset |
6,159 |
748 |
2,690 |
1,594 |
— |
||||||||||||
Impairment of note receivable from related parties |
— |
— |
— |
— |
5,367 |
||||||||||||
Unrealized loss on derivative instrument |
— |
— |
— |
— |
4,062 |
||||||||||||
Non-cash reorganization items, net |
— |
— |
— |
(3,353,326) |
— |
||||||||||||
Changes in current assets and liabilities, net of effects from acquisitions: | |||||||||||||||||
Accounts receivable |
(85,397) |
88,622 |
(103,385) |
116,478 |
23,678 |
||||||||||||
Prepaid expenses and other current assets |
(18,497) |
1,828 |
(6,394) |
66 |
(2,547) |
||||||||||||
Accounts payable |
4,245 |
(4,866) |
(31) |
(7,909) |
(6,581) |
||||||||||||
Accrued expenses, including long-term |
785 |
(18,592) |
21,327 |
145,816 |
250,798 |
||||||||||||
Lease liability |
(7,736) |
(1,301) |
(3,272) |
(2,332) |
— |
||||||||||||
Deferred revenue |
61,487 |
(31,365) |
172,614 |
(101,765) |
(21,145) |
||||||||||||
Net cash provided by (used in) operating activities |
28,224 |
33,811 |
8,180 |
3,917 |
(37,413) |
||||||||||||
Cash flows from investing activities: | |||||||||||||||||
Purchase of property and equipment |
(6,286) |
(641) |
(2,326) |
(3,105) |
(10,353) |
||||||||||||
Internally developed software – capitalized costs |
(3,712) |
(2,350) |
(2,126) |
(3,819) |
(7,047) |
||||||||||||
Acquisition of Global Knowledge, net of cash received |
(156,926) |
— |
— |
— |
— |
||||||||||||
Acquisition of Skillsoft, net of cash received |
(386,035) |
— |
— |
— |
— |
||||||||||||
Acquisition of Pluma, net of cash received |
(18,646) |
— |
— |
— |
— |
||||||||||||
Net cash used in investing activities |
(571,605) |
(2,991) |
(4,452) |
(6,924) |
(17,400) |
||||||||||||
Cash flows from financing activities: | |||||||||||||||||
Borrowings under revolving line of credit, net of repayments |
— |
— |
— |
19,500 |
55,400 |
||||||||||||
Borrowings under DIP Facility |
— |
— |
— |
60,000 |
— |
||||||||||||
Proceeds from Exit Facility borrowing |
— |
— |
— |
50,000 |
— |
||||||||||||
Debt issuance costs associated with DIP and Exit facilities |
— |
— |
— |
(19,524) |
— |
||||||||||||
Shares repurchased for tax withholding upon vesting of restricted stock-based awarded |
(1,417) |
— |
— |
— |
— |
||||||||||||
Proceeds from equity investment (PIPE) |
530,000 |
— |
— |
— |
— |
||||||||||||
Proceeds from issuance of term loans, net of fees |
467,399 |
— |
— |
— |
— |
||||||||||||
Principal payments on capital lease obligation |
(994) |
(370) |
(414) |
(532) |
(756) |
||||||||||||
Proceeds from accounts receivable facility, net of borrowings |
40,352 |
16,577 |
(32,049) |
(35,787) |
9,798 |
||||||||||||
Principal payments on Term loans |
(1,200) |
— |
— |
— |
— |
||||||||||||
Repayment of First and Second Out loans |
(608,700) |
(1,300) |
— |
— |
(6,641) |
||||||||||||
Net cash provided by (used in) financing activities |
425,440 |
14,907 |
(32,463) |
73,657 |
57,801 |
||||||||||||
Effect of exchange rate changes on cash and cash equivalents |
(1,619) |
203 |
863 |
(2,139) |
348 |
||||||||||||
Net (decrease) increase in cash, cash equivalents and restricted cash |
(119,560) |
45,930 |
(27,872) |
68,511 |
3,336 |
||||||||||||
Cash, cash equivalents and restricted cash, beginning of period |
288,483 |
74,443 |
102,315 |
33,804 |
30,468 |
||||||||||||
Cash, cash equivalents and restricted cash, end of period | $ |
168,923 |
$ |
120,373 |
$ |
74,443 |
$ |
102,315 |
$ |
33,804 |
|||||||
Supplemental disclosure of cash flow information: | |||||||||||||||||
Cash and cash equivalents | $ |
154,672 |
$ |
117,299 |
$ |
71,479 |
$ |
92,009 |
$ |
18,799 |
|||||||
Restricted cash |
14,251 |
3,074 |
2,964 |
10,306 |
15,005 |
||||||||||||
Cash, cash equivalents and restricted cash, end of period | $ |
168,923 |
$ |
120,373 |
$ |
74,443 |
$ |
102,315 |
$ |
33,804 |
Contacts
Investors
Eric Boyer
Senior Vice President, Investor Relations
eric.boyer@skillsoft.com
Media
Nancy Coleman
Senior Vice President, Corporate Communications
nancy.coleman@skillsoft.com