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Segment Information | 9 Months Ended
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Oct. 31, 2022
Segment Information |
Segment Information | (14) Segment Information ASC 280, Segment Reporting, establishes standards for reporting information about operating segments. Operating segments are defined as components of an enterprise about which separate financial information is available that is evaluated regularly by the chief operating decision maker, or decision-making group, in deciding how to allocate resources and in assessing performance. The Company’s chief operating decision maker (CODM) is its Chief Executive Officer. The Company’s CODM evaluates results using the operating segment structure as the primary basis for which the allocation of resources and financial results are assessed. On June 12, 2022, Skillsoft entered into a Purchase Agreement with Cornerstone OnDemand, Inc. to sell SumTotal. The Company determined that the transaction met the criteria to be classified as discontinued operations, and its assets and liabilities held for sale. As a result, the financial operations of SumTotal are excluded from the segment disclosure. The sale was completed on August 15, 2022. ​ The Company has organized its business into two segments: Skillsoft content and Global Knowledge. All of the Company’s businesses market and sell their offerings globally to businesses of many sizes, government agencies, educational institutions and resellers with a worldwide sales force positioned to offer the combinations that best meet customer needs. The CODM primarily uses revenues and operating income as measures used to evaluate financial results and allocation of resources. The Company allocates certain operating expenses to the reportable segments, including general and administrative costs based on the usage and relative contribution provided to the segments. There are no intercompany revenue transactions reported between the Company’s reportable segments. The Skillsoft business engages in the sale, marketing and delivery of its content learning solutions, in areas such as Leadership and Business, Technology and Developer and Compliance. This includes technical skill areas assumed in the Codecademy acquisition. In addition, Skillsoft offers Percipio, an intelligent online learning experience platform that delivers an immersive learning experience. It leverages its highly engaging content, curated into nearly 700 learning paths (channels) that are continuously updated to ensure customers always have access to the latest information. The Global Knowledge business offers training solutions covering information technology and business skills for corporations and their employees. Global Knowledge guides its customers throughout their lifelong technology learning journey by offering relevant and up-to-date skills training through instructor-led (in-person “classroom” or online “virtual”) and self-paced (“on-demand”), vendor certified, and other proprietary offerings. Global Knowledge offers a wide breadth of training topics and delivery modalities (classroom, virtual, on-demand) both on a transactional and subscription basis. The following table presents summary results for each of the businesses for the three months and nine months ended October 31, 2022 (Successor) and the three months ended October 31, 2021 (Successor), the period from June 12, 2021 through October 31, 2021 (Successor) and the period from February 1, 2021 through June 11, 2021 (Predecessor (SLH)), (in thousands): ​
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
​ | ​ | Quarter to Date Results | ​ | Year to Date Results
​ | ​ | Fiscal 2023 | ​ | Fiscal 2022 | ​ | Fiscal 2023 | ​ | Fiscal 2022
​ | ​ | Successor | ​ | Successor | ​ | Successor | ​ | Successor |  | ​ | Predecessor (SLH)
​ | ​ | Three Months | ​ | Three Months | ​ | Nine Months | ​ | From | ​ | ​ | From
​ | ​ | Ended | ​ | Ended | ​ | Ended | ​ | June 12, 2021 to | ​ | ​ | February 1, 2021 to
​ |  | October 31, 2022 | ​ | October 31, 2021 | ​ | October 31, 2022 | ​ | October 31, 2021 | ​ | ​ | June 11, 2021
Skillsoft Content |  | ​ |  | ​ | ​ |  | ​ | ​ |  | ​ | ​ | ​ | ​ | ​ | ​ |
Revenues |  | $ | 97,968 | ​ | $ | 86,947 | ​ | $ | 286,507 | ​ | $ | 133,160 | ​ | ​ | $ | 102,494
Operating expenses |  | ​ | 702,867 | ​ | ​ | 92,595 | ​ | ​ | 967,888 | ​ | ​ | 154,047 | ​ | ​ | ​ | 140,484
Operating income (loss) |  | ​ | (604,899) | ​ | ​ | (5,648) | ​ | ​ | (681,381) | ​ | ​ | (20,887) | ​ | ​ | ​ | (37,990)
Global Knowledge |  | ​ |  | ​ | ​ |  | ​ | ​ |  | ​ | ​ |  | ​ | ​ | ​ |
Revenues |  | ​ | 41,422 | ​ | ​ | 53,206 | ​ | ​ | 128,296 | ​ | ​ | 82,460 | ​ | ​ | ​ | —
Operating expenses |  | ​ | 45,226 | ​ | ​ | 58,005 | ​ | ​ | 211,633 | ​ | ​ | 90,260 | ​ | ​ | ​ | —
Operating income (loss) |  | ​ | (3,804) | ​ | ​ | (4,799) | ​ | ​ | (83,337) | ​ | ​ | (7,800) | ​ | ​ | ​ | —
Consolidated |  | ​ |  | ​ | ​ |  | ​ | ​ |  | ​ | ​ |  | ​ | ​ | ​ |
Revenues |  | ​ | 139,390 | ​ | ​ | 140,153 | ​ | ​ | 414,803 | ​ | ​ | 215,620 | ​ | ​ | ​ | 102,494
Operating expenses |  | ​ | 748,093 | ​ | ​ | 150,600 | ​ | ​ | 1,179,521 | ​ | ​ | 244,307 | ​ | ​ | ​ | 140,484
Operating income (loss) |  | ​ | (608,703) | ​ | ​ | (10,447) | ​ | ​ | (764,718) | ​ | ​ | (28,687) | ​ | ​ | ​ | (37,990)
Non-operating (expense) income |  | ​ | 1,602 | ​ | ​ | (661) | ​ | ​ | 2,733 | ​ | ​ | (1,653) | ​ | ​ | ​ | (167)
Fair value adjustment of warrants | ​ | ​ | 9,128 | ​ | ​ | (36,838) | ​ | ​ | 26,080 | ​ | ​ | (19,723) | ​ | ​ | ​ | 900
Fair value adjustment of hedge instruments | ​ | ​ | 20,314 | ​ | ​ | — | ​ | ​ | 5,249 | ​ | ​ | — | ​ | ​ | ​ | —
Interest expense, net |  | ​ | (14,487) | ​ | ​ | (6,988) | ​ | ​ | (37,302) | ​ | ​ | (16,304) | ​ | ​ | ​ | (16,703)
Benefits from (provision for) income taxes |  | ​ | 8,832 | ​ | ​ | 6,168 | ​ | ​ | 34,234 | ​ | ​ | 8,165 | ​ | ​ | ​ | 3,521
Net loss from continuing operations | ​ | ​ | (583,314) | ​ | ​ | (48,766) | ​ | ​ | (733,724) | ​ | ​ | (58,202) | ​ | ​ | ​ | (50,439)
Gain on sale of business | ​ | ​ | 53,756 | ​ | ​ | — | ​ | ​ | 53,756 | ​ | ​ | — | ​ | ​ | ​ | —
Income from discontinued operations, net of tax | ​ | ​ | 1,215 | ​ | ​ | 5,911 | ​ | ​ | 8,483 | ​ | ​ | 3,494 | ​ | ​ | ​ | 1,175
Net (loss) income |  | $ | (528,343) | ​ | $ | (42,855) | ​ | $ | (671,485) | ​ | $ | (54,708) | ​ | ​ | $ | (49,264)
​ ​ The Company’s segment assets primarily consist of cash and cash equivalents, accounts receivable, prepaid expenses, deferred taxes, property and equipment, goodwill and intangible assets. The following table sets forth the Company’s segment assets as of October 31, 2022 and January 31, 2022 (in thousands): ​
​ | ​ | ​ | ​ | ​ | ​ | ​
​ | ​ | ​ | ​ | ​
​ |  | October 31, 2022 |  | January 31, 2022
​ | ​ | ​ | ​ | ​ | ​ | ​
Skillsoft | ​ | $ | 1,371,061 | ​ | $ | 1,648,160
Global Knowledge | ​ | ​ | 224,340 | ​ | ​ | 344,902
Total assets classified as discontinued operations | ​ | ​ | — | ​ | ​ | 228,886
Consolidated | ​ | $ | 1,595,401 | ​ | $ | 2,221,948
​ Skillsoft content segment depreciation for the three months and nine months ended October 31, 2022 (Successor) was $0.8 million and $2.3 million, respectively. Skillsoft content segment depreciation for the three months ended October 31, 2021 (Successor), the period from June 12, 2021 through October 31, 2021 (Successor) and the period from February 1, 2021 through June 11, 2021 (Predecessor (SLH)) was $0.8 million, $1.4 million, and $1.8 million, respectively. Global Knowledge segment depreciation for the three and nine months ended October 31, 2022 (Successor) was $0.5 million and $1.4 million, respectively. ​ Global Knowledge segment depreciation for the three months ended October 31, 2021 and the period from June 12, 2021 through October 31, 2021 (Successor) was $0.7 million and $1.1 million, respectively. ​ The following table sets forth the Company’s long-lived tangible assets by geographic region as of October 31, 2022 and January 31, 2022 (in thousands): ​
​ | ​ | ​ | ​ | ​ | ​ | ​
​ | ​ | ​ | ​ | ​
​ |  | October 31, 2022 |  | January 31, 2022
​ | ​ | ​ | ​ | ​ | ​ | ​
United States | ​ | $ | 8,750 | ​ | $ | 9,482
Ireland | ​ | ​ | 205 | ​ |  | 313
Rest of world | ​ | ​ | 1,702 | ​ | ​ | 1,680
Total | ​ | $ | 10,657 | ​ | $ | 11,475
​

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- Definition The entire disclosure for reporting segments including data and tables. Reportable segments include those that meet any of the following quantitative thresholds a) it's reported revenue, including sales to external customers and intersegment sales or transfers is 10 percent or more of the combined revenue, internal and external, of all operating segments b) the absolute amount of its reported profit or loss is 10 percent or more of the greater, in absolute amount of 1) the combined reported profit of all operating segments that did not report a loss or 2) the combined reported loss of all operating segments that did report a loss c) its assets are 10 percent or more of the combined assets of all operating segments. + References Reference 1: http://www.xbrl.org/2003/role/disclosureRef -Publisher FASB -Name Accounting Standards Codification -Topic 280 -SubTopic 10 -Section 50 -Paragraph 31 -URI http://asc.fasb.org/extlink&oid=123359005&loc=d3e8924-108599 Reference 2: http://www.xbrl.org/2003/role/disclosureRef -Publisher FASB -Name Accounting Standards Codification -Topic 280 -SubTopic 10 -Section 50 -Paragraph 34 -URI http://asc.fasb.org/extlink&oid=123359005&loc=d3e8981-108599 Reference 3: http://www.xbrl.org/2003/role/disclosureRef -Publisher FASB -Name Accounting Standards Codification -Topic 280 -SubTopic 10 -Section 50 -Paragraph 21 -Subparagraph (a) -URI http://asc.fasb.org/extlink&oid=123359005&loc=d3e8721-108599 Reference 4: http://www.xbrl.org/2003/role/disclosureRef -Publisher FASB -Name Accounting Standards Codification -Topic 280 -SubTopic 10 -Section 50 -Paragraph 40 -URI http://asc.fasb.org/extlink&oid=123359005&loc=d3e9031-108599 Reference 5: http://www.xbrl.org/2003/role/disclosureRef -Publisher FASB -Name Accounting Standards Codification -Topic 280 -SubTopic 10 -Section 50 -Paragraph 32 -Subparagraph (f) -URI http://asc.fasb.org/extlink&oid=123359005&loc=d3e8933-108599 Reference 6: http://www.xbrl.org/2003/role/disclosureRef -Publisher FASB -Name Accounting Standards Codification -Topic 280 -SubTopic 10 -Section 50 -Paragraph 32 -Subparagraph (e) -URI http://asc.fasb.org/extlink&oid=123359005&loc=d3e8933-108599 Reference 7: http://www.xbrl.org/2003/role/disclosureRef -Publisher FASB -Name Accounting Standards Codification -Topic 280 -SubTopic 10 -Section 50 -Paragraph 26 -URI http://asc.fasb.org/extlink&oid=123359005&loc=d3e8844-108599 Reference 8: http://www.xbrl.org/2003/role/disclosureRef -Publisher FASB -Name Accounting Standards Codification -Topic 280 -SubTopic 10 -Section 50 -Paragraph 41 -URI http://asc.fasb.org/extlink&oid=123359005&loc=d3e9038-108599 Reference 9: http://www.xbrl.org/2003/role/disclosureRef -Publisher FASB -Name Accounting Standards Codification -Topic 280 -SubTopic 10 -Section 50 -Paragraph 32 -Subparagraph (d) -URI http://asc.fasb.org/extlink&oid=123359005&loc=d3e8933-108599 Reference 10: http://www.xbrl.org/2003/role/disclosureRef -Publisher FASB -Name Accounting Standards Codification -Topic 280 -SubTopic 10 -Section 50 -Paragraph 22 -URI http://asc.fasb.org/extlink&oid=123359005&loc=d3e8736-108599 Reference 11: http://www.xbrl.org/2003/role/disclosureRef -Publisher FASB -Name Accounting Standards Codification -Topic 280 -SubTopic 10 -Section 50 -Paragraph 42 -URI http://asc.fasb.org/extlink&oid=123359005&loc=d3e9054-108599 Reference 12: http://www.xbrl.org/2003/role/disclosureRef -Publisher FASB -Name Accounting Standards Codification -Topic 280 -SubTopic 10 -Section 50 -Paragraph 15 -URI http://asc.fasb.org/extlink&oid=123359005&loc=d3e8657-108599 Reference 13: http://www.xbrl.org/2003/role/disclosureRef -Publisher FASB -Name Accounting Standards Codification -Topic 280 -SubTopic 10 -Section 50 -Paragraph 21 -Subparagraph (b) -URI http://asc.fasb.org/extlink&oid=123359005&loc=d3e8721-108599 Reference 14: http://www.xbrl.org/2003/role/disclosureRef -Publisher FASB -Name Accounting Standards Codification -Topic 280 -URI http://asc.fasb.org/topic&trid=2134510 + Details
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