Press Release: Skillsoft Reports Financial Results for the Fourth Quarter and Full Year of Fiscal 2025

Dow Jones
04-15

Skillsoft Reports Financial Results for the Fourth Quarter and Full Year of Fiscal 2025

   -- Delivers full year revenue above the top end of outlook range and 
      adjusted EBITDA at the top end of outlook range 
 
   -- Continued strong growth in adjusted EBITDA and margin expansion 
 
   -- Strong free cash flow performance for the quarter and full year 
 
   -- Execution of strategic transformation initiatives positions Company well 
      for continued improvement in fiscal 2026 
 
   -- Provides financial outlook for full year fiscal 2026 
BOSTON--(BUSINESS WIRE)--April 14, 2025-- 

Skillsoft Corp. (NYSE: SKIL) ("Skillsoft" or the "Company"), the platform that empowers organizations and learners to unlock their full potential, today announced its financial results for the fourth quarter and full fiscal year ended January 31, 2025 and provided its financial outlook for full year fiscal 2026.

Fiscal 2025 Fourth Quarter Select Metrics and Financials from Continuing Operations (1)(2)

   -- Total revenue of $134 million compared to $138 million in the prior year. 
 
   -- Talent Development Solutions revenue of $103 million up 1% from the prior 
      year. 
 
   -- Global Knowledge revenue of $31 million compared to $36 million in the 
      prior year. 
 
   -- GAAP net loss of $31 million compared to GAAP net loss of $245 million in 
      the prior year. GAAP net loss per share of $3.75 compared to GAAP net 
      loss per share of $30.38 in the prior year. 
 
   -- Adjusted net income of $17 million and adjusted net income per share of 
      $2.11 were flat to prior year. 
 
   -- Adjusted EBITDA from continuing operations of $30 million, reflecting a 
      margin of 22% of Revenue, compared to $28 million and a margin of 21% of 
      Revenue in the prior year. 
 
   -- Free cash flow of $13 million compared to $5 million in the prior year. 
 
   -- Gross debt of $581 million at the end of the quarter, down $48 million 
      compared to $629 million in the prior year. 
 
   -- Ended the quarter with $103 million of cash, cash equivalents, and 
      restricted cash. 

Fiscal 2025 Full Year Select Metrics and Financials from Continuing Operations (1)(2)

   -- Total revenue of $531 million compared to $553 million in the prior year. 
 
   -- Talent Development Solutions revenue of $406 million compared to $405 
      million in the prior year. 
 
   -- Global Knowledge revenue of $125 million compared to $148 million in the 
      prior year. 
 
   -- GAAP net loss of $122 million compared to GAAP net loss of $349 million 
      in the prior year. GAAP net loss per share of $14.87 compared to GAAP net 
      loss per share of $43.38 in the prior year. 
 
   -- Adjusted net income of $35 million improved from adjusted net income of 
      $34 million in the prior year. Adjusted net income per share of $4.33 
      improved slightly from adjusted net income per share of $4.25 in the 
      prior year. 
 
   -- Adjusted EBITDA from continuing operations of $109 million, reflecting a 
      margin of 21% of revenue, compared to $105 million and a margin of 19% of 
      revenue in the prior year. 
 
   -- Positive free cash flow of $12 million compared to negative free cash 
      flow of $15 million in the prior year. 

"We continue to deliver strong execution of our Investor Day transformation plan, which is demonstrated in our fourth quarter and full year results," said Ron Hovsepian, Skillsoft's Executive Chair and Chief Executive Officer. "We delivered on our previously communicated fiscal 2025 commitments, driven by strong execution in the second half, and we are well positioned for continued improvement in fiscal 2026, subject to an evolving macroeconomic environment."

Fiscal 2025 Fourth Quarter Business Highlights

   -- Within our TDS segment, our top ten deals during the fourth quarter 
      represented $22 million in total contract value with many multi-year 
      deals focused on skill building, skill measurement, ecosystem 
      integrations, and ability to deliver custom content and content from 
      other providers to support the full talent development lifecycle. 
 
   -- GK's top ten deals during the fourth quarter represented nearly $6 
      million in total contract value. 
 
   -- Our growing portfolio of AI capabilities is demonstrating solid early 
      interest by customers and prospects reaching nearly a total of 1 million 
      launches of our AI simulator, Skillsoft CAISY$(TM)$, by individual learners 
      and through our limited preview program with 100 enterprise organizations 
      participating as design partners. 
 
   -- Continued to enhance our ecosystem, highlighted by new integrations with 
      several leading technology partners like SAP Talent Intelligence Hub. 

"We are very pleased with our financial results for the fourth quarter and full fiscal year which came in at or above the high end of our previously issued guidance ranges," said Rich Walker, Skillsoft's Chief Financial Officer. "Looking ahead, we are confident in our ability to continue executing on our transformation initiatives and believe we are firmly on track to return to top line growth, drive continued margin expansion, and generate positive free cash flow this fiscal year as indicated by our outlook."

Full-Year Fiscal 2026 Financial Outlook (2)

The following table reflects Skillsoft's financial outlook for the fiscal year ending January 31, 2026, based on current market conditions, expectations, and assumptions:

 
GAAP Revenue       $530 million -- $545 million 
Adjusted EBITDA    $112 million -- $118 million 
 
 
(1)   Growth calculated relative to the comparable prior year period unless 
      otherwise noted. 
 
(2)   See "Non-GAAP Financial Measures and Key Performance Metrics" below for 
      the definitions of our key operational and non-GAAP metrics and how they 
      are calculated and more information regarding the fact that the Company 
      is unable to reconcile forward-looking non-GAAP measures without 
      unreasonable efforts. We have provided at the back of this release 
      reconciliations of our historical non-GAAP financial measures to the 
      comparable GAAP measures. 
 

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.

About Skillsoft

Skillsoft (NYSE: SKIL) empowers organizations and learners to unlock their full potential by delivering personalized, interactive learning experiences and enterprise-ready solutions. Powered by AI and strengthened by a broad ecosystem of partners, the Skillsoft platform helps customers solve some of today's most complex business challenges including bridging skill gaps, improving talent retention, driving digital transformation, and future-proofing the workforce. Skillsoft is the talent development partner of choice for thousands of organizations -- including 60% of the Fortune 1000 -- and serves a global community of more than 95 million learners. For more information, visit skillsoft.com.

Non-GAAP Financial Measures And Key Performance Metrics

The Company has organized its business into two segments (or Business Units): Talent Development Solutions (formerly referred to as Content & Platform) and Global Knowledge (formerly referred to as Instructor-Led Training). We track the 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 have provided at the back of this release reconciliations of our historical non-GAAP financial measures to the comparable GAAP measures. 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.

We disclose the following non-GAAP financial measures and key performance metrics in this press release because we believe these non-GAAP financial measures and key performance metrics provide meaningful supplemental information.

   -- Dollar retention rate ("DRR") - For existing customers at the beginning 
      of a given period, DRR represents subscription renewals, upgrades, churn, 
      and downgrades in such period divided by the beginning total renewable 
      base for such customers for such period. Renewals reflect customers who 
      renew their subscription, inclusive of auto-renewals for multi-year 
      contracts, while churn reflects customers who choose to not renew their 
      subscription. Upgrades include orders from customers that purchase 
      additional licenses or content (e.g., a new Leadership and Business 
      module), while downgrades reflect customers electing to decrease the 
      number of licenses or reduce the size of their content package. Upgrades 
      and downgrades also reflect changes in pricing. We use our DRR to measure 
      the long-term value of customer contracts as well as our ability to 
      retain and expand the revenue generated from our existing customers. 
 
   -- Adjusted net income (loss) - Adjusted net income (loss) is defined as net 
      income (loss) excluding non-cash items, discrete and event-specific costs 
      that do not represent normal, recurring, cash operating expenses 
      necessary for our business operations, and certain accounting income 
      and/or expenses that management believes are necessary to enhance the 
      comparability and are useful in assessing our operating performance, 
      include the following (including the related tax effects): 
 
          -- Impairment charges - Non-cash goodwill, intangible or other asset 
             impairment charges. 
 
          -- Amortization of acquired intangible assets -- Non-cash 
             amortization expense of finite-lived intangible assets recognized 
             as a part of business combination accounting. 
 
          -- Acquisition and integration related costs -- Costs incurred to 
             effectuate an acquisition, including contingent compensation 
             expenses, and integration related costs. 
 
          -- Restructuring charges -- Charges related to strategic cost saving 
             initiatives, including severance costs, losses associated with the 
             abandonment of right-of-use assets, and contract termination 
             costs. 
 
          -- Transformation costs -- Costs incurred to transform our operations 
             through significant strategic non-ordinary course transactions. 
 
          -- System migration costs -- Costs of temporary resources needed for 
             the migration of content and customers from our legacy system to a 
             global platform. 
 
          -- Long-term incentive compensation expenses -- Charges associated 
             with long-term incentive compensation programs, including 
             stock-based compensation, cash awards tied to stock performance, 
             and awards granted in-lieu of stock that are intended to be 
             settled in cash. 
 
          -- Executive exit costs -- Costs associated with the departure of 
             executives. 
 
          -- Fair value adjustments -- Mark-to-market adjustments of warrants 
             and hedge instruments. 
 
          -- Other (income) expense, net -- Unrealized and realized gains or 
             losses primarily resulting from fluctuations of U.S. dollar 
             appreciating or depreciating against other currencies, and 
             impairments associated with property and equipment and other 
             assets when their carrying values are not recoverable. 
 
          -- (Gain) loss sale of business -- Gain or loss on non-routine sale 
             on business. 
 
          -- Income from discontinued operations -- Income from discontinued 
             operations that do not reflect our current operating performance. 

Non-GAAP Financial Measures And Key Performance Metrics - continued

   -- Adjusted EBITDA - Adjusted EBITDA is defined as net income (loss) is 
      defined as net income (loss) excluding non-cash items, benefit from or 
      provision for income taxes, discrete and event-specific costs that do not 
      represent normal, recurring, cash operating expenses necessary for our 
      business operations, and certain accounting income and/or expenses that 
      management believes are necessary to enhance the comparability and are 
      useful in assessing our operating performance, include the following 
      (including the related tax effects): 
 
          -- Impairment charges - Non-cash goodwill, intangible or other asset 
             impairment charges. 
 
          -- Acquisition and integration related costs -- Costs incurred to 
             effectuate an acquisition, including contingent compensation 
             expenses, and integration related costs. 
 
          -- Restructuring charges -- Charges related to strategic cost saving 
             initiatives, including severance costs, losses associated with the 
             abandonment of right-of-use assets, and contract termination 
             costs. 
 
          -- Transformation costs -- Costs incurred to transform our operations 
             through significant strategic non-ordinary course transactions. 
 
          -- System migration costs -- Costs of temporary resources needed for 
             the migration of content and customers from our legacy system to a 
             global platform. 
 
          -- Long-term incentive compensation expenses -- Charges associated 
             with long-term incentive compensation programs, including 
             stock-based compensation, cash awards tied to stock performance, 
             and awards granted in-lieu of stock that are intended to be 
             settled in cash. 
 
          -- Executive exit costs -- Costs associated with the departure of 
             executives. 
 
          -- Fair value adjustments -- Mark-to-market adjustments of warrants 
             and hedge instruments. 
 
          -- Other (income) expense, net -- Unrealized and realized gains or 
             losses primarily resulting from fluctuations of U.S. dollar 
             appreciating or depreciating against other currencies, and 
             impairments associated with property and equipment and other 
             assets when their carrying values are not recoverable. 
 
          -- (Gain) loss sale of business -- Gain or loss on non-routine sale 
             on business. 
 
          -- Income from discontinued operations -- Income from discontinued 
             operations that do not reflect our current operating performance. 
 
          -- Interest expense (income), net -- Interest expense on our term 
             loan (net of the interest rate hedge affect) and accounts 
             receivable facility borrowings, partially offset by interest 
             income primarily from the use of money market investments to 
             realize returns on cash balances. 
 
          -- Amortization of intangible assets -- Non-cash amortization expense 
             for all finite-lived intangible assets. 
 
          -- Depreciation expense -- Non-cash depreciation expense for property 
             and equipment assets. 
 
          -- Provision for (benefit from) income taxes -- Current and deferred 
             federal, state and foreign income taxes. 
 
   -- Adjusted operating expenses -Adjusted operating expenses are defined as 
      costs of revenues, content and software development, selling and 
      marketing, and general and administrative expenses, excluding 
      depreciation expense, long-term incentive compensation expense, system 
      migration costs, transformation costs, and other non-cash charges, as 
      applicable. 
 
   -- Adjusted contribution margin -- Adjusted contribution margin is defined 
      as revenue less adjusted operating expenses, divided by revenue for the 
      same period. 
 
   -- Business unit contribution profit - Segment ("business unit") 
      contribution profit is defined as revenue, less business unit cost of 
      revenues and business unit content and software development expenses, and 
      business unit product research and management expenses. 
 
   -- Business unit contribution margin - Business unit contribution margin is 
      defined as revenue, less business unit cost of revenues and business unit 
      content and software development expenses, and business unit product 
      research and management expenses, divided by revenue for the same period. 
 
   -- Business unit cost of revenues - Business unit cost of revenue is defined 
      as cost of revenues, excluding depreciation expense, long-term incentive 
      compensation expense, system migration, and transformation expenses. 
 
   -- Business unit content and software development expenses - Business unit 
      content and software development expenses are defined as content and 
      software development expenses, excluding depreciation, long-term 
      incentive compensation, system migration, and transformation expenses. 
 
   -- Business unit product research and management expenses - Business unit 
      product research and management expenses are defined as certain selling 
      and marketing costs reflected in the business unit contribution profit. 
 
   -- Free cash flow -- Free cash flow is defined as net cash provided by (used 
      in) operating activities less purchases of property and equipment and 
      internally developed software. 
 
   -- Adjusted free cash flow (levered) -- Adjusted free cash flow (levered) is 
      defined as free cash flow plus the cash impact for adjusted EBITDA 
      excluded charges. 
 
   -- Free cash flow conversion -- Free cash flow conversion is defined as free 
      cash flow divided by adjusted EBITDA for the same period. 
 
   -- Net leverage -- Net leverage is defined as current maturities of 
      long-term debt, plus borrowings under accounts receivable facility, plus 
      long-term debt, less cash and equivalents and restricted cash, divided by 
      adjusted EBITDA for the preceding twelve-month period. 

Cautionary Notes Regarding 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. For all such statements, we claim the protection of the safe harbor for forward-looking statements provided by such sections and the Private Securities Litigation Reform Act of 1995. All statements, other than statements of historical facts, are forward-looking statements. These forward-looking statements include, but are not limited to, statements that address activities, events or developments that we expect or anticipate may occur in the future, including such things as our outlook, our product development and planning, our pipeline, future capital expenditures, future share repurchases, anticipated financial results, the impact of regulatory changes, our current and evolving business strategies, including with respect to acquisitions and dispositions, demand for our services, our competitive position, the benefits of new initiatives, growth of our business and operations, the effectiveness of our products, the outcomes of litigation proceedings and claims, the state and future of skilling in the workplace, our ability to successfully implement our plans, strategies, objectives, and our expectations and intentions. Forward-looking statements may, without limitation, be preceded by, followed by, or include words such as "may," "will," "would," "anticipate," "believe," "estimate," "expect," "intend," "plan," "continue," "project," "forecast," "seek," "outlook," "target," "goal," "objective," "potential," "possible," "probably," or similar expressions, or employ such future or conditional verbs as "may," "might," "will," "could," "should," or "would," or may otherwise be indicated as forward-looking statements by grammatical construction, phrasing or context. 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 materially from those set forth in the forward-looking statements. All forward-looking disclosure is speculative by its nature, and we caution you against unduly relying on these forward-looking statements.

Factors that could cause or contribute to such differences include those described under "Part I - Item 1A. Risk Factors" and Part II, Item 7 - Management's Discussion and Analysis of Financial Condition and Results of Operations in our Form 10--K for the fiscal year ended January 31, 2025. These factors should not be construed as exhaustive and should be read in conjunction with the other cautionary statements included in this document and in our other periodic filings with the Securities and Exchange Commission. The forward-looking statements contained in this document represent our estimates only as of the date of this filing and should not be relied upon as representing our estimates as of any subsequent date. While we may elect to update these forward-looking statements in the future, we specifically disclaim any obligation to do so, whether to reflect actual results, changes in assumptions, changes in other factors affecting such forward-looking statements, or otherwise, except as required by law.

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 purposes 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 current data available to us and our estimates regarding market position or other industry statistics 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.

 
                            SKILLSOFT CORP. 
            UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS 
      (in thousands, except number of shares and per share amounts) 
 
                                      January 31,       January 31, 
                                          2025             2024 
                                     --------------   --------------- 
ASSETS 
Current assets: 
   Cash and cash equivalents         $      100,766   $       136,308 
   Restricted cash                            2,571            10,215 
   Accounts receivable, net of 
    allowance for credit losses of 
    approximately $501 and $562 as 
    of January 31, 2025 and January 
    31, 2024, respectively                  178,989           185,638 
   Prepaid expenses and other 
    current assets                           50,527            53,170 
                                         ----------       ----------- 
      Total current assets                  332,853           385,331 
Goodwill                                    317,071           317,071 
Intangible assets, net                      427,221           539,293 
Operating right-of-use assets                 4,936             8,044 
Other assets                                 23,988            23,895 
                                         ----------       ----------- 
         Total assets                $    1,106,069   $     1,273,634 
                                         ==========       =========== 
LIABILITIES AND SHAREHOLDERS' 
EQUITY (DEFICIT) 
   Current liabilities: 
   Current maturities of long-term 
    debt                             $        6,404   $         6,404 
   Borrowings under accounts 
    receivable facility                       1,000            44,980 
   Accounts payable                          13,458            14,512 
   Accrued compensation                      47,803            31,774 
   Accrued expenses and other 
    current liabilities                      24,231            29,939 
   Operating lease liabilities                1,791             3,049 
   Deferred revenue                         282,295           282,570 
                                         ----------       ----------- 
      Total current liabilities             376,982           413,228 
                                         ----------       ----------- 
 
Long-term debt                              573,267           577,487 
Deferred tax liabilities                     42,039            52,148 
Operating long-term lease 
 liabilities                                  6,431             9,251 
Deferred revenue - non-current                1,656             2,402 
Other long-term liabilities                  11,848            13,531 
                                         ----------       ----------- 
   Total long-term liabilities              635,241           654,819 
                                         ----------       ----------- 
Commitments and contingencies 
Shareholders' equity (deficit): 
   Shareholders' common stock - 
    Class A common shares, $0.0001 
    par value: 18,750,000 shares 
    authorized and 8,616,633 shares 
    issued and 8,316,856 shares 
    outstanding as of January 31, 
    2025, and 8,380,436 shares 
    issued and 8,080,659 shares 
    outstanding as of January 31, 
    2024                                          1                 1 
   Additional paid-in capital             1,565,040         1,551,005 
   Accumulated deficit                   (1,443,386)       (1,321,478) 
   Treasury stock, at cost- 299,777 
    as of January 31, 2025 and 
    January 31, 2024                        (10,891)          (10,891) 
   Accumulated other comprehensive 
    income (loss)                           (16,918)          (13,050) 
                                         ----------       ----------- 
      Total shareholders' equity 
       (deficit)                             93,846           205,587 
                                         ----------       ----------- 
         Total liabilities and 
          shareholders' equity 
          (deficit)                  $    1,106,069   $     1,273,634 
                                         ==========       =========== 
 
 
                                 SKILLSOFT CORP. 
                 UNAUDITED CONSOLIDATED STATEMENTS OF OPERATIONS 
           (in thousands, except number of shares and per share amounts) 
 
                                Three Months Ended        Twelve Months Ended 
                                    January 31,               January 31, 
                              -----------------------   ----------------------- 
                                 2025         2024         2025         2024 
                              ----------   ----------   ----------   ---------- 
Revenues: 
   Total revenues             $  133,753   $  137,540   $  530,994   $  553,237 
Operating expenses: 
   Costs of revenues              33,625       38,459      134,879      153,157 
   Content and software 
    development                   15,321       17,007       60,757       68,031 
   Selling and marketing          40,288       40,661      162,879      170,982 
   General and 
    administrative                25,974       23,207       92,364       95,896 
   Amortization of 
    intangible assets             32,019       36,425      127,216      152,511 
   Impairment of goodwill 
    and intangible assets             --      202,233           --      202,233 
   Acquisition and 
    integration related 
    costs                            898        2,225        4,247        5,063 
   Restructuring                   2,912        5,386       18,273       13,978 
                               ---------    ---------    ---------    --------- 
      Total operating 
       expenses                  151,037      365,603      600,615      861,851 
                               ---------    ---------    ---------    --------- 
         Operating income 
          (loss)                 (17,284)    (228,063)     (69,621)    (308,614) 
Other income (expense), net         $(584.SI)$        (696)         677       (1,986) 
Fair value adjustment of 
 warrants                             --            4           --        4,754 
Fair value adjustment of 
 interest rate swaps                 869       (8,430)       1,287        2,756 
Interest income                      629          981        3,526        3,557 
Interest expense                 (14,978)     (16,652)     (63,516)     (65,335) 
                               ---------    ---------    ---------    --------- 
            Income (loss) 
             before 
             provision for 
             (benefit from) 
             income taxes        (31,348)    (252,856)    (127,647)    (364,868) 
Provision for (benefit from) 
 income taxes                       (241)      (7,530)      (5,739)     (16,265) 
                               ---------    ---------    ---------    --------- 
               Income (loss) 
                from 
                continuing 
                operations       (31,107)    (245,326)    (121,908)    (348,603) 
Gain (loss) on sale of 
 business                             --           --           --         (682) 
                               ---------    ---------    ---------    --------- 
                  Net income 
                   (loss)     $  (31,107)  $ (245,326)  $ (121,908)  $ (349,285) 
                               =========    =========    =========    ========= 
 
Net income (loss) per 
share: 
   Basic and diluted - 
    continuing operations     $    (3.75)  $   (30.38)  $   (14.87)  $   (43.29) 
   Basic and diluted - 
    discontinued operations           --           --           --        (0.09) 
                               ---------    ---------    ---------    --------- 
      Basic and diluted       $    (3.75)  $   (30.38)  $   (14.87)  $   (43.38) 
                               =========    =========    =========    ========= 
Weighted average common 
share outstanding: 
   Basic and diluted           8,288,631    8,074,976    8,200,077    8,051,593 
                               =========    =========    =========    ========= 
 
 
                           SKILLSOFT CORP. 
           UNAUDITED CONSOLIDATED STATEMENTS OF CASH FLOWS 
                            (in thousands) 
 
                                  Twelve Months Ended January 31, 
                                ----------------------------------- 
                                       2025               2024 
                                ------------------   -------------- 
Cash flows from operating 
activities: 
   Net income (loss)            $         (121,908)  $     (349,285) 
   Adjustments to reconcile 
   net income (loss) to net 
   cash provided by (used in) 
   operating activities: 
      Impairment of goodwill 
       and intangible assets                    --          202,233 
      Amortization expense for 
       intangible assets                   127,216          152,511 
      Stock-based compensation 
       expense                              19,587           31,067 
      Non-cash operating lease 
       right-of-use asset 
       expense                               2,175            5,015 
      Depreciation expense                   3,374            3,330 
      Non-cash interest 
       expense                               2,184            2,074 
      Non-cash property, 
       equipment, software and 
       operating right-of-use 
       asset impairment 
       charges                               2,622            5,230 
      Provision for credit 
       loss expense 
       (recovery)                              (61)             341 
      (Gain) loss on sale of 
       business                                 --              682 
      Provision for (benefit 
       from) deferred income 
       taxes -- non-cash                    (9,990)         (22,066) 
      Fair value adjustment of 
       warrants                                 --           (4,754) 
      Fair value adjustment of 
       interest rate swaps                  (1,287)          (2,756) 
   Changes in current assets 
   and liabilities, net of 
   effects from 
   acquisitions: 
      Accounts receivable                    4,087           (2,091) 
      Prepaid expenses and 
       other assets, including 
       long-term                              (132)          (4,601) 
      Operating right-of-use 
       assets and operating 
       lease liabilities                    (4,487)          (6,041) 
      Accounts payable                        (855)          (3,848) 
      Accrued expenses and 
       other liabilities, 
       including long-term                   5,348           (6,425) 
      Deferred revenue                       2,092            2,202 
                                    --------------    ------------- 
         Net cash provided by 
          (used in) operating 
          activities                        29,965            2,818 
Cash flows from investing 
activities: 
      Purchase of property and 
       equipment                            (1,603)          (4,181) 
      Proceeds from sale of 
      property and equipment                    10               -- 
      Internally developed 
       software - capitalized 
       costs                               (16,765)         (13,722) 
      Sale of SumTotal, net of 
       cash transferred                         --           (5,137) 
                                    --------------    ------------- 
         Net cash provided by 
          (used in) investing 
          activities                       (18,358)         (23,040) 
Cash flows from financing 
activities: 
      Shares repurchased for 
       tax withholding upon 
       vesting of restricted 
       stock-based awards                   (1,127)          (1,649) 
      Payments to acquire 
       treasury stock                           --           (8,046) 
      Proceeds from (payments 
       on) accounts receivable 
       facility                            (43,980)           5,287 
      Principal payments on 
       term loans                           (6,404)          (6,404) 
                                    --------------    ------------- 
         Net cash provided by 
          (used in) financing 
          activities                       (51,511)         (10,812) 
Effect of exchange rate 
 changes on cash and cash 
 equivalents                                (3,282)               1 
                                    --------------    ------------- 
            Net increase 
             (decrease) in 
             cash, cash 
             equivalents and 
             restricted cash               (43,186)         (31,033) 
Cash, cash equivalents and 
 restricted cash, beginning of 
 period                                    146,523          177,556 
                                    --------------    ------------- 
               Cash, cash 
                equivalents 
                and restricted 
                cash, end of 
                period          $          103,337   $      146,523 
                                    ==============    ============= 
Supplemental disclosure of 
cash flow information: 
      Cash and cash 
       equivalents              $          100,766   $      136,308 
      Restricted cash                        2,571           10,215 
                                    --------------    ------------- 
         Cash, cash 
          equivalents and 
          restricted cash, end 
          of period             $          103,337   $      146,523 
                                    ==============    ============= 
 
 
                                  SKILLSOFT CORP. 
                   RECONCILIATION OF NON-GAAP FINANCIAL MEASURES 
                   (in thousands, except percentages, unaudited) 
 
                         Three Months Ended             Twelve Months Ended 
                             January 31,                     January 31, 
                     --------------------------      -------------------------- 
                        2025            2024            2025            2024 
                     ----------      ----------      ----------      ---------- 
Revenues 
   Talent 
    Development 
    Solutions        $  102,805      $  101,957      $  405,530      $  404,850 
   Global Knowledge      30,948          35,583         125,464         148,387 
                      ---------       ---------       ---------       --------- 
Total revenues, as 
 reported            $  133,753      $  137,540      $  530,994      $  553,237 
                      =========       =========       =========       ========= 
 
Net income (loss), 
 as reported         $  (31,107)     $ (245,326)     $ (121,908)     $ (349,285) 
 
   Impairment of 
    goodwill and 
    intangible 
    assets                   --         202,233              --         202,233 
   Amortization of 
    acquired 
    intangible 
    assets (1)           29,455          34,950         118,642         147,700 
   Acquisition and 
    integration 
    related costs           898           2,225           4,247           5,063 
   Restructuring          2,912           5,386          18,273          13,978 
   Transformation 
    costs                   252             607           1,567           3,333 
   System migration 
    costs                    --             594             118           2,174 
   Long-term 
    incentive 
    compensation 
    expenses             10,164           8,150          20,602          31,067 
   Executive exit 
   costs                     --              --           3,326              -- 
   Fair value 
    adjustment of 
    warrants                 --              (4)             --          (4,754) 
   Fair value 
    adjustment of 
    interest rate 
    swaps                  (869)          8,430          (1,287)         (2,756) 
   Other (income) 
    expense, net            584             696            (677)          1,986 
   Loss (gain) on 
    sale of 
    business                 --              --              --             682 
   Tax impact of 
    adjustments           5,199          (1,026)         (7,416)        (17,230) 
                      ---------       ---------       ---------       --------- 
Adjusted net income 
 (loss) from 
 continuing 
 operations              17,488          16,915          35,487          34,191 
 
   Interest 
    expense, net         14,349          15,671          59,990          61,778 
   Expense (benefit 
    from) income 
    taxes, 
    excluding tax 
    impacts above        (5,440)         (6,504)          1,677             965 
   Depreciation             970             701           3,374           3,330 
   Amortization of 
    capitalized 
    internally 
    developed 
    software (1)          2,564           1,475           8,574           4,811 
                      ---------       ---------       ---------       --------- 
Adjusted EBITDA 
 from continuing 
 operations          $   29,931      $   28,258      $  109,102      $  105,075 
                      =========       =========       =========       ========= 
 
Weighted average 
common shares 
outstanding: 
   Basic and 
    diluted           8,288,631       8,074,976       8,200,077       8,051,593 
                      =========       =========       =========       ========= 
 
Basic and diluted 
per share 
information: 
   Net income 
    (loss), as 
    reported         $    (3.75)     $   (30.38)     $   (14.87)     $   (43.38) 
                      =========       =========       =========       ========= 
   Adjusted net 
    income (loss) 
    from continuing 
    operations       $     2.11      $     2.09      $     4.33      $     4.25 
                      =========       =========       =========       ========= 
 
Adjusted net income 
 (loss) margin %           13.1%           12.3%            6.7%            6.2% 
   Interest 
    expense, net           10.7%           11.4%           11.3%           11.2% 
   Expense (benefit 
    from) income 
    taxes, 
    excluding tax 
    impacts above          (4.1)%          (4.7)%           0.3%            0.2% 
   Depreciation             0.7%            0.5%            0.6%            0.6% 
   Amortization of 
    capitalized 
    internally 
    developed 
    software (1)            2.0%            1.0%            1.6%            0.8% 
                      ---------       ---------       ---------       --------- 
Adjusted EBITDA 
 margin %                  22.4%           20.5%           20.5%           19.0% 
                      =========       =========       =========       ========= 
 
(1) All amortization is excluded from EBITDA. 
 
 
                              SKILLSOFT CORP. 
         RECONCILIATION OF NON-GAAP FINANCIAL MEASURES - continued 
                (in thousands, except percentages, unaudited) 
 
                        Three Months Ended         Twelve Months Ended 
                            January 31,                 January 31, 
                      ----------------------      ---------------------- 
                        2025          2024          2025          2024 
                      --------      --------      --------      -------- 
Talent Development 
Solutions 
Revenue               $102,805      $101,957      $405,530      $404,850 
Business unit cost 
 of revenues            14,702        16,921        61,183        65,426 
Business unit 
 content and 
 software 
 development 
 expenses               12,931        14,745        52,875        56,551 
Business unit 
 product research 
 and management 
 expenses                2,687         1,325         9,001         7,278 
                       -------       -------       -------       ------- 
   Business unit 
    contribution 
    profit            $ 72,485      $ 68,966      $282,471      $275,595 
                       =======       =======       =======       ======= 
 
      Business unit 
       contribution 
       margin             70.5%         67.6%         69.7%         68.1% 
 
Global Knowledge 
Revenue               $ 30,948      $ 35,583      $125,464      $148,387 
Business unit cost 
 of revenues            18,634        21,099        72,593        86,416 
Business unit 
 content and 
 software 
 development 
 expenses                  542           633         2,637         2,752 
                       -------       -------       -------       ------- 
   Business unit 
    contribution 
    profit            $ 11,772      $ 13,851      $ 50,234      $ 59,219 
                       =======       =======       =======       ======= 
 
      Business unit 
       contribution 
       margin             38.0%         38.9%         40.0%         39.9% 
 
 
                         SKILLSOFT CORP. 
    RECONCILIATION OF NON-GAAP FINANCIAL MEASURES - continued 
                    (in thousands, unaudited) 
 
                     Three Months Ended    Twelve Months Ended 
                         January 31,           January 31, 
                     -------------------   ------------------- 
                       2025       2024       2025       2024 
                     --------   --------   --------   -------- 
Operating 
expenses: 
   GAAP costs of 
    revenues         $ 33,625   $ 38,459   $134,879   $153,157 
   Depreciation           (82)      (140)      (397)      (553) 
   Long-term 
    incentive 
    compensation 
    expenses             (207)      (299)      (706)      (762) 
                      -------    -------    -------    ------- 
Adjusted costs of 
 revenues              33,336     38,020    133,776    151,842 
 
   GAAP content and 
    software 
    development        15,321     17,007     60,757     68,031 
   Depreciation           (78)       (67)      (296)      (236) 
   Long-term 
    incentive 
    compensation 
    expenses           (1,770)      (968)    (4,831)    (6,318) 
   System migration        --       $(594.SI)$      (118)    (2,174) 
                      -------    -------    -------    ------- 
Adjusted content 
 and software 
 development           13,473     15,378     55,512     59,303 
 
   GAAP selling and 
    marketing          40,288     40,661    162,879    170,982 
   Depreciation          (134)       (83)      (665)      (922) 
   Long-term 
    incentive 
    compensation 
    expenses             (394)    (1,358)    (4,042)    (3,793) 
   Transformation          --         --       (213)      (251) 
                      -------    -------    -------    ------- 
Adjusted selling 
 and marketing         39,760     39,220    157,959    166,016 
 
   GAAP general and 
    administrative     25,974     23,207     92,364     95,896 
   Depreciation          (676)      (411)    (2,016)    (1,619) 
   Long-term 
    incentive 
    compensation 
    expenses           (7,793)    (5,525)   (11,023)   (20,194) 
   Transformation        (252)      (607)    (1,354)    (3,082) 
   Executive costs         --         --     (3,326)        -- 
                      -------    -------    -------    ------- 
Adjusted general 
 and 
 administrative        17,253     16,664     74,645     71,001 
 
   Total GAAP 
    operating 
    expenses          115,208    119,334    450,879    488,066 
   Depreciation          (970)      (701)    (3,374)    (3,330) 
   Long-term 
    incentive 
    compensation 
    expenses          (10,164)    (8,150)   (20,602)   (31,067) 
   System migration        --       (594)      (118)    (2,174) 
   Transformation        (252)      (607)    (1,567)    (3,333) 
   Executive costs         --         --     (3,326)        -- 
                      -------    -------    -------    ------- 
Adjusted operating 
 expenses            $103,822   $109,282   $421,892   $448,162 
                      =======    =======    =======    ======= 
 
 
                        SKILLSOFT CORP. 
   RECONCILIATION OF NON-GAAP FINANCIAL MEASURES - continued 
                    (in thousands, unaudited) 
 
                     Three Months Ended   Twelve Months Ended 
                         January 31,          January 31, 
                     ------------------   ------------------- 
                      2025       2024       2025       2024 
                     -------   --------   --------   -------- 
Talent Development 
Solutions 
Cost of revenues 
and content and 
software 
development 
expenses: 
   GAAP costs of 
    revenues         $14,972   $ 17,294   $ 62,154   $ 66,572 
   Depreciation          (74)       (92)      (340)      (464) 
   Long-term 
    incentive 
    compensation 
    expenses            (196)      (281)      (631)      (682) 
                      ------    -------    -------    ------- 
      Business unit 
       costs of 
       revenues       14,702     16,921     61,183     65,426 
 
   GAAP content and 
    software 
    development       14,690     16,435     58,017     65,234 
   Depreciation          (59)       (63)      (270)      (227) 
   Long-term 
    incentive 
    compensation 
    expenses          (1,700)    (1,033)    (4,754)    (6,282) 
   System migration       --       (594)      (118)    (2,174) 
                      ------    -------    -------    ------- 
      Business unit 
       content and 
       software 
       development    12,931     14,745     52,875     56,551 
 
   GAAP cost of 
    revenues and 
    content and 
    software 
    development 
    expenses          29,662     33,729    120,171    131,806 
   Depreciation         (133)      (155)      (610)      (691) 
   Long-term 
    incentive 
    compensation 
    expenses          (1,896)    (1,314)    (5,385)    (6,964) 
   System migration       --       (594)      (118)    (2,174) 
                      ------    -------    -------    ------- 
      Business unit 
       total cost 
       of revenues 
       and content 
       and software 
       development 
       expenses      $27,633   $ 31,666   $114,058   $121,977 
                      ======    =======    =======    ======= 
 
Global Knowledge 
Cost of revenues 
and content and 
software 
development 
expenses: 
   GAAP costs of 
    revenues         $18,653   $ 21,165   $ 72,725   $ 86,585 
   Depreciation           (8)       (48)       (57)       (89) 
   Long-term 
    incentive 
    compensation 
    expenses             (11)       (18)       (75)       (80) 
                      ------    -------    -------    ------- 
      Business unit 
       costs of 
       revenues       18,634     21,099     72,593     86,416 
 
   GAAP content and 
    software 
    development          631        572      2,740      2,797 
   Depreciation          (19)        (4)       (26)        (9) 
   Long-term 
    incentive 
    compensation 
    expenses             (70)        65        (77)       (36) 
   System 
   migration              --         --         --         -- 
                      ------    -------    -------    ------- 
      Business unit 
       content and 
       software 
       development       542        633      2,637      2,752 
 
   GAAP cost of 
    revenues and 
    content and 
    software 
    development 
    expenses          19,284     21,737     75,465     89,382 
   Depreciation          (27)       (52)       (83)       (98) 
   Long-term 
    incentive 
    compensation 
    expenses             (81)        47       (152)      (116) 
                      ------    -------    -------    ------- 
      Business unit 
       total cost 
       of revenues 
       and content 
       and software 
       development 
       expenses      $19,176   $ 21,732   $ 75,230   $ 89,168 
                      ======    =======    =======    ======= 
 
 
                       SKILLSOFT CORP. 
                FREE CASH FLOW RECONCILIATION 
                   (in thousands, unaudited) 
 
                   Three Months Ended   Twelve Months Ended 
                       January 31,          January 31, 
                   ------------------   ------------------- 
                    2025       2024       2025       2024 
                   -------   --------   --------   -------- 
Free cash flow 
reconciliation 
Net cash provided 
 by (used in) 
 operating 
 activities        $17,751   $ 11,499   $ 29,965   $  2,818 
Purchase of 
 property and 
 equipment, net       (783)      (428)    (1,593)    (4,181) 
Internally 
 developed 
 software - 
 capitalized 
 costs              (3,747)    (5,667)   (16,765)   (13,722) 
                    ------    -------    -------    ------- 
   Total free 
    cash flow       13,221      5,404     11,607    (15,085) 
Cash impact for 
 adjusted EBITDA 
 excluded 
 charges             4,341      7,655     21,528     17,753 
                    ------    -------    -------    ------- 
      Adjusted 
       free cash 
       flow 
       (levered)   $17,562   $ 13,059   $ 33,135   $  2,668 
                    ======    =======    =======    ======= 
 

View source version on businesswire.com: https://www.businesswire.com/news/home/20250412726739/en/

 
    CONTACT:    Investors 

Ross Collins or Stephen Poe

SKIL@alpha-ir.com

Media

Cameron Martin

cameron.martin@skillsoft.com

 
 

(END) Dow Jones Newswires

April 14, 2025 16:05 ET (20:05 GMT)

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