Slide 1: Investor Presentation December 2021
INVESTOR PRESENTATION DECEMBER 2021
Slide 2: Disclaimer
DISCLAIMER Additional Information and Where to Find It This communication may be deemed solicitation material in respect of the proposed acquisition of Codecademy by the Company. This communication does not constitute a solicitation of any vote or approval. In connection with the proposed transactio
Slide 3: Disclaimer (Continued)
DISCLAIMER (CONTINUED) 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 ar
Slide 4: Creating a Leader in Tech & Dev
CREATING A LEADER IN TECH & DEV FASTEST GROWING SEGMENT IN DIGITAL LEARNING #1 Extending Our Content Offering Across Critical Technologies #2 Enhancing The Percipio Platform With New Learning Capabilities #3 Broadening Our Reach #4 Creating Significant Cross-Sell Opportunities #5 Positioning Skillso
Slide 5: Transaction Overview
TRANSACTION OVERVIEW KEY TERMS & • Acquisition of 100% of Codecademy for $525 million STRUCTURE • Overall transaction consideration mix approximately 60% stock / 40% cash • Cash consideration to be financed through a combination of existing balance sheet liquidity and incremental term loan FINANCING
Slide 6: Extending Our Content Offering
EXTENDING OUR CONTENT OFFERING STRENGTHS IN SEGMENTS THAT ACCOUNT FOR 75% OF TECH & DEV MARKET CLOUD SECURITY DATA PROGRAMMING • Cloud • Pen Testing • Data Science • DevOps + Transformation • Artificial Intelligence • Full Stack • Hybrid/Multi-cloud • Incident Response + Machine Learning • Data Visu
Slide 7: Enhancing the Percipio Platform
ENHANCING THE PERCIPIO PLATFORM A NEW WAY OF LEARNING THE MOST CRITICAL TECHNOLOGY SKILLS LEARN APPLY COLLABORATE HANDS-ON PRACTICE LABS | MICRO-LEARNING COURSES LIVESTREAMS | INSTRUCTOR-LED TRAINING LOCAL, LIVE SUPPORT 7
Slide 8: Broadening Our Reach
BROADENING OUR REACH NEARLY DOUBLES REGISTERED LEARNERS | COMPLEMENTARY CUSTOMER BASES SKILLSOFT CODECADEMY COMBINED LEARNERS 46M+ + 40M+ = 86M+ B2B CUSTOMERS 12k+ + ~660 = ~13k B2C CUSTOMERS NM + ~179k = ~179k SALES ORGANIZATION(1) 700+ + <20 = 720+ Note: (1) Total headcount. 8
Slide 9: Creating Cross-Sell Opportunities
CREATING CROSS-SELL OPPORTUNITIES COMPLEMENTARY CONTENT AND GO-TO-MARKET CAPABILITIES • 700+ person B2B go-to-market • Established digital selling motion organization CHANNEL • 12k+ customers, including 75% of • 40M+ registered learners, and over Fortune 1000 250k organic B2C sign-ups per month • Se
Slide 10: Positioning Skillsoft for Faster Growth
POSITIONING SKILLSOFT FOR FASTER GROWTH IMMEDIATELY ACCRETIVE TO SKILLSOFT REVENUE AND BOOKINGS GROWTH TOTAL PAYING USERS 182K 135K 86K 46K Rapid, high margin and sustainable growth 2018 2019 2020 2021E 35% BOOKINGS 85%+ $38M $47M Gross Margin Paying User Growth(1) $23M $8M 2018 2019 2020 2021E 31%
Slide 11: Creating a Leader in Tech & Dev
CREATING A LEADER IN TECH & DEV FASTEST GROWING SEGMENT IN DIGITAL LEARNING #1 Extending Our Content Offering Across Critical Technologies #2 Enhancing The Percipio Platform With New Learning Capabilities #3 Broadening Our Reach #4 Creating Significant Cross-Sell Opportunities #5 Positioning Skillso
Slide 12: Appendix
APPENDIX skillsoft®
Slide 13: Collar Puts Cap and Floor on Shares Issued
COLLAR PUTS CAP AND FLOOR ON SHARES ISSUED New Slide Added on February 4, 2022 For Illustrative Purposes Only $ (except share prices) and shares in millions Total Purchase Consideration Components of Purchase Consideration $675 At Various Parent Closing Average Share Prices(1) Share % Premium / Purc
Slide 14: Thank You
Thank You skillsoft®