Slide 1: Investor Presentation December 2021
INVESTOR PRESENTATION DECEMBER 2021
Slide 2: Disclaimer
DISCLAIMER 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 t
Slide 3: Disclaimer (Continued)
DISCLAIMER (CONTINUED) 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,
Slide 4: Vision
Introduction Strategy Finance Q&A VISION ‘To be the most highly valued provider of learning solutions, preparing the workforce of today with the skills for tomorrow.’ 4
Slide 5: Skillsoft by the Numbers
SKILLSOFT BY THE NUMBERS KEY METRICS OUTLOOK ~75% $710M OF FORTUNE 1000(1) BOOKINGS(2) 46M+ ~$165M LEARNERS ADJUSTED EBITDA(3), (4) 180K+ CONTENT ASSETS Notes: (1) Based on sample of customers who have purchased training from Skillsoft or Global Knowledge in the most recent two year period. (2) Base
Slide 6: 3Q Highlights
3Q HIGHLIGHTS $169M 60% • Delivered Bookings growth across all segments Percipio Total Bookings Bookings Growth(1) • Entered into three new strategic 7% 8% alliances: Udemy, GetAbstract and GoodHabitz Core Year-over-Year Growth Bookings Growth(2) • Advanced platform migration: 86% of Content ARR on
Slide 7: Updated FY2022 Outlook
UPDATED FY2022 OUTLOOK $M REVISED PREVIOUS LOW HIGH LOW HIGH BOOKINGS $700 - $720 $690 - $710 ADJUSTED REVENUE(1) $685 - $700 $670 - $690 ADJUSTED EBITDA(1) ~$165 $155 - $175 Note: (1) Adjusted Revenue and Adjusted EBITDA are non-GAAP financial measures. See Appendix for reconciliation to GAAP. 7
Slide 8: Large and Growing Market
LARGE AND GROWING MARKET LARGE MARKET GROWING MARKET STRONG SECULAR GROWTH DRIVERS TOTAL ADDRESSABLE MARKET • Growing skills gap GLOBAL PROFESSIONAL ELEARNING(1) Global Professional eLearning TAM(3) $28B • C-Suite focus on workforce development and upskilling +10% p.a. GLOBAL PROFESSIONAL LEARNING(2
Slide 9: Fragmented Market Space
FRAGMENTED MARKET SPACE ~$600M CORPORATE DIGITAL LEARNING REVENUE 9
Slide 10: An Inspiring Direction That Builds on Our Strengths
AN INSPIRING DIRECTION THAT BUILDS ON OUR STRENGTHS ‘To be the most highly valued provider of learning solutions, preparing the OUR VISION workforce of today with the skills for tomorrow.’ WHERE WE PLAY We upskill the global workforce across …by providing engaging three core segments… digital learni
Slide 11: Where We Play
WHERE WE PLAY UPSKILLING THE GLOBAL WORKFORCE ACROSS THREE SEGMENTS LEADERSHIP & TECHNOLOGY & COMPLIANCE BUSINESS SKILLS DEVELOPER CUSTOMER Enable leaders and Stay ahead of rapid technology Foster a sustainable, safe, VALUE organizations changes respectful, inclusive PROPOSITION to thrive in a digit
Slide 12: How We Win: Content
HOW WE WIN: CONTENT BREADTH OF OUR OFFERING WILL DRIVE GROWTH 21 • Important reason we win with customers PERCENTAGE POINTS HIGHER LEADERSHIP & BUSINESS SKILLS DOLLAR • Supports learners with a unified RETENTION platform, consistent pedagogy RATE(1) AMONG and more complete learning CUSTOMERS PURCHAS
Slide 13: How We Win: Content
HOW WE WIN: CONTENT OUR CONTENT CREATES UNIQUE CROSS-SELL OPPORTUNITIES Growing Share of Skillsoft Content Customers Buying 2-3 Products(1) Annual Recurring Revenue Distribution Cross-sell opportunities by Number of Products Purchased 100% % of Total Annual Recurring Revenue 1 PRODUCT 75% 2 PRODUCTS
Slide 14: How We Win: Content
HOW WE WIN: CONTENT OUR CONTENT ENABLES COMPELLING LEARNING JOURNEYS A COMPLETE . . .WITH ORIGINAL AND A PROVEN . . .THAT DELIVERS REAL- LEARNING SOLUTION. . . CURRENT CONTENT LEARNING MODEL. . . WORLD RESULTS 180K+ 90% 80% Content assets Of consumption based on Apply what they have learned(1) propr
Slide 15: How We Win: Platform
HOW WE WIN: PLATFORM PERCIPIO PLATFORM DELIVERS ENGAGING EXPERIENCES 3,000+ COMPANIES LIVE ON PLATFORM 4x MORE LEARNING HOURS(1) 20M BADGES ISSUED THE PERCIPIO PLATFORM WHY CUSTOMERS CHOOSE PERCIPIO • Learner focused • Easy interface • Skill-based learning paths • Better engagement 101% PERCIPIO COH
Slide 16: How We Win: Go-to-Market
HOW WE WIN: GO-TO-MARKET AN UNRIVALED ENTERPRISE SALES CAPABILITY ~75% 46M+ ~700 160+ ~98% OF FORTUNE 1000(1) REVENUE FROM LEARNERS GO-TO-MARKET COUNTRIES BUSINESS WORLDWIDE(2) ORGANIZATION WORLDWIDE(3) CUSTOMERS (4) Notes: (1) Based on sample of customers who have purchased training from Skillsoft
Slide 17: Strong Platform for Accretive M&A
STRONG PLATFORM FOR ACCRETIVE M&A ACQUIRER OF CHOICE CRITERIA CONTENT PLATFORM GO-TO-MARKET LARGE PERCIPIO CUSTOMER PLATFORM • Extend Reach BASE • Complete Portfolio in • Enhance Capabilities Prioritized Areas and Learner Experience • Leverage Existing Base LARGE STRONG SALES TEAM BALANCE SHEET COMM
Slide 18: A Unique Opportunity for Shareholder Value Creation
A UNIQUE OPPORTUNITY FOR SHAREHOLDER VALUE CREATION WELL-PLACED TO DELIVER ON A BOLD VISION FOR THE FUTURE ON A GROWTH • Well-positioned to TRAJECTORY extend global category leadership • New leadership team with • Platform for organic ATTRACTIVE clear strategic direction and acquired BUSINESS growth
Slide 19: Attractive Financial Profile
ATTRACTIVE FINANCIAL PROFILE #1 Positioned for profitable growth #2 High level of subscription renewal #3 Operating leverage #4 High cash flow conversion #5 Attractive capital structure 19
Slide 20: Positioned for Growth
POSITIONED FOR GROWTH PERCIPIO MIGRATION SUPPORTS IMPROVED REVENUE RETENTION AND MORE NEW BUSINESS ~ 9% ~ 25% COMPOSITION OF ANNUAL 55% ~31% RECURRING REVENUE ~90% on (Skillsoft Content excluding ~ 51% 75% on Percipio Percipio or Dual or Dual Deploy- SumTotal) 32% Deploy- ment ~59% ment 13% ~ 24% FY
Slide 21: Global Knowledge Growing
GLOBAL KNOWLEDGE GROWING WITH IMPROVED PRODUCT MIX SEQUENTIAL BOOKINGS PROGRESSION(1), (2), (3) ($M) $64 $65 $64 • COVID-19 negatively impacted $62 classroom revenue by ~$115M(4) $57 $55 $10 $53 $11 $13 offset by ~$35M growth in $49 digital offerings $15 $13 $39 $27 $9 • Shift from classroom to digi
Slide 22: Attractive Financial Profile
ATTRACTIVE FINANCIAL PROFILE HIGH SUBSCRIPTION REVENUE WITH STRONG PREDICTABILITY FY2021A(1) ~ 10% • Subscriptions provide visibility and predictability SKILLSOFT ~ 90% ~ 5% • Skillsoft Content 90%+ subscription revenue GLOBAL • Recurring contracts with Fortune 1000 customers KNOWLEDGE ~ 95% • Globa
Slide 23: High Cash Flow Conversion
HIGH CASH FLOW CONVERSION PROVIDES FINANCIAL FLEXIBILITY AND SUPPORTS REINVESTMENT ILLUSTRATIVE RUN RATE FREE CASH FLOW BRIDGE(1) • ~70% cash conversion supports (Items shown as % of Adjusted EBITDA) growth investment 100% 100% • Low capital expenditure requirements 90% (~3% of revenue) 80% ~17-18%
Slide 24: Attractive Capital Structure
ATTRACTIVE CAPITAL STRUCTURE CAPITAL STRUCTURE DEBT TERMS ($M) ($M) TOTAL DEBT(1) $468 NEW FACILITY $480 (Term Loan B) CASH(1) $81 MATURITY 2028 (7 year) NET DEBT $387 PRICING 5.50% (0.75% LIBOR floor + 475bps) DEBT / FY2022E 102 hard call premium in year 1 ADJ. EBITDA(2) (GROSS / NET) 2.8X/2.3X PRE
Slide 25: Skillsoft
skillsoft®
Slide 26: Appendix
APPENDIX skillsoft®
Slide 27: Financial Overview
FINANCIAL OVERVIEW ($M) FY2020A(1) FY2021A(1) FY2022E(1) Skillsoft Bookings (Order Intake): (3), (5) Content $347 $334 (5) SumTotal 138 124 Total Skillsoft Bookings (Order Intake) $485 $458 Global Knowledge Bookings (Order Intake): Classroom and All Other $175 $65 Virtual and On-Demand 116 150 Total
Slide 28: Key Performance Metrics
KEY PERFORMANCE METRICS ($M) FY2020A FY2021A FY2022A FY2021A FY2022A Total Q1A Q2A Q3A Q4A Total Q1A Q2A Q3A Q1-Q3A Q1-Q3A Skillsoft Content Bookings: Percipio $32 $10 $10 $11 $32 $64 $17 $15 $18 $32 $50 Dual Deployment & Coaching 116 13 27 36 98 174 10 32 54 76 95 Skillport 185 14 18 22 27 81 9 13
Slide 29: Historical Quarterly Financial Performance
HISTORICAL QUARTERLY FINANCIAL PERFORMANCE ($M) COMMENTARY • Finished at or above upper FY2020A(2) FY2021A(2) FY2022A(2) FY2021A(2) FY2022A(2) end of FY21 ranges Total Q1A Q2A Q3A Q4A Total Q1A Q2A Q3A Q1-Q3A Q1-Q3A Skillsoft Bookings: • Majority of Skillsoft Bookings Content $347 $39 $59 $74 $164 $
Slide 30: Summary of Shares Outstanding at Various Prices
SUMMARY OF SHARES OUTSTANDING AT VARIOUS PRICES (SHARES IN M) COMMENTARY SHARES: Public Shares as % of Shares • Includes 34.3M public IPO shares(2) Outstanding (Incl / Total Shares Excl Public • Includes 17.25M founder shares Public IPO Shares Outstanding Warrants) (1) Share Price • Includes 28.5M s
Slide 31: Reconciliation of Non-GAAP Financial Measures: FY ended Jan 31, 2020
RECONCILIATION OF NON-GAAP FINANCIAL MEASURES: FISCAL YEAR ENDED JANUARY 31, 2020 ($M) $ millions Fiscal Year Ended January 31, 2020 Global Skillsoft Knowledge Combined Net Revenue $514 $254 $768 Impact of fresh-start and purchase accounting -- -- -- One-time impact of the deconsolidation of Canada
Slide 32: Reconciliation of Non-GAAP Financial Measures: FY ended Jan 31, 2021
RECONCILIATION OF NON-GAAP FINANCIAL MEASURES: FISCAL YEAR ENDED JANUARY 31, 2021 ($M) $ millions Fiscal Year Ended January 31, 2021 Global Skillsoft Knowledge Combined Net Revenue $383 $189 $572 Impact of fresh-start and purchase accounting 89 -- 89 One-time impact of the deconsolidation of Canada
Slide 33: Reconciliation of Non-GAAP Financial Measures: Three Months Oct 2021
RECONCILIATION OF NON-GAAP FINANCIAL MEASURES: THREE MONTHS ENDED OCTOBER 31, 2021 $ millions Non-GAAP Revenue Skillsoft Corp. Adjustments (1) Combined Revenues: Total revenues $171 $8 $179 Operating expenses Cost of revenues 49 8 57 Content and software development 16 16 Selling and marketing 40 40
Slide 34: Reconciliation of Non-GAAP Financial Measures: Nine Months Oct 2021
RECONCILIATION OF NON-GAAP FINANCIAL MEASURES: NINE MONTHS ENDED OCTOBER 31, 2021 $ millio ns F o r t he P e rio d f ro m 2 / 1/ 2 1 t o 6 / 11/ 2 1 F o r t he P e rio d f ro m 2 / 1/ 2 1 t o 6 / 11/ 2 1 F o r t he P e rio d f ro m 6 / 12 / 2 1 t o 10 / 3 1/ 2 1 N o n- G A A P R e v e nue (1) G lo b
Slide 35: Reconciliation of Non-GAAP Financial Measures: Three Months Oct 2020
RECONCILIATION OF NON-GAAP FINANCIAL MEASURES: THREE MONTHS ENDED OCTOBER 31, 2020 For the For the For the Period from Period from Period from $ millions 8/1/20 to 10/31/20 8/1/20 to 8/27/20 8/28/20 to 10/31/20 Non-GAAP Revenue Global Knowledge Predecessor (PL) Predecessor (SLH) Adjustments (1) Comb
Slide 36: Reconciliation of Non-GAAP Financial Measures: Nine Months Oct 2020
RECONCILIATION OF NON-GAAP FINANCIAL MEASURES: NINE MONTHS ENDED OCTOBER 31, 2020 F o r t he F o r t he F o r t he P e rio d f ro m P e rio d f ro m P e rio d f ro m $ millio ns 2 / 1/ 2 0 t o 10 / 3 1/ 2 0 2 / 1/ 2 0 t o 8 / 2 7 / 2 0 8 / 2 8 / 2 0 t o 10 / 3 1/ 2 0 N o n- G A A P R e v e nue G lo
Slide 37: Supported by Prosus Strategic Investment
SUPPORTED BY PROSUS STRATEGIC INVESTMENT COMPANY OVERVIEW INVESTMENT PHILOSOPHY FOCUSED ACTIVE LONG-TERM FOCUS A global consumer Building leading Listed on Euronext internet group and companies in high Amsterdam Thematic, sector- More than funding. Partnering with one of the largest growth sectors.
Slide 38: Jeff Tarr: A Proven Leader
JEFF TARR A PROVEN LEADER EXECUTION EXPERIENCE BOARD EXPERIENCE Meaningfully Grew DigitalGlobe’s Business History of Creating Value for Shareholders (Digital Globe’s revenue over tenure; $ in M) (IHS’s revenue over tenure; $ in M) • Former CEO of DigitalGlobe and Hoover’s CAGR 18% CAGR 18% • Former
Slide 39: World-Class Leadership Team
WORLD-CLASS LEADERSHIP TEAM Michelle Gary W. Ferrera Sara Hilty Kristi Hummel Boockoff-Bajdek Chief Financial Chief Legal Chief People Chief Marketing Officer Officer Officer Officer Apratim Rich Walker Mark Onisk Eric Stine Chief Strategy and Corporate Purakayastha Chief Content Chief Revenue Devel