Quarterly report pursuant to Section 13 or 15(d)

Business Combinations (Tables)

v3.21.2
Business Combinations (Tables)
6 Months Ended
Jul. 31, 2021
Business Acquisition [Line Items]  
Summary of unaudited pro forma financial information

Unaudited Pro Forma Statement of Operations

Three months

Three months

Six months

Six months

ended July 31,

ended July 31,

ended July 31,

ended July 31,

    

2021

    

2020

    

2021

    

2020

Revenue

$

180,271

$

122,566

$

357,089

$

245,519

Net loss

 

(31,825)

 

(67,319)

 

(53,651)

 

(144,815)

SLH  
Business Acquisition [Line Items]  
Summary of purchase consideration

Description

    

Amount

Class A Common Stock issued

$

258,000

Class B Common Stock issued *

 

48,375

Cash payments

505,000

Second Out Term Loan

20,000

Cash settlement of seller transaction costs

 

1,308

Total Purchase Price

$

832,683

Summary of fair value of the purchase price allocation

The Company preliminarily recorded the fair value of the purchase price to tangible and identifiable intangible assets acquired and liabilities assumed as follows (in thousands):

Description

    

Amount

Cash, cash equivalents and restricted cash

$

120,273

Current assets

118,847

Property and equipment

 

10,825

Intangible assets

769,799

Long term assets

 

18,629

Total assets acquired

1,038,373

Current liabilities

 

(49,056)

Debt, including accounts receivable facility

 

(552,977)

Deferred revenue

 

(123,300)

Deferred tax liability

 

(99,699)

Long term liabilities

 

(18,325)

Total liabilities assumed

(843,357)

Net assets acquired

195,016

Goodwill

637,667

Total purchase price

$

832,683

Summary of identifiable intangible assets and estimated useful lives

The preliminary values allocated to identifiable intangible assets and their estimated useful lives are as follows: (in thousands):

Description

    

Amount

    

Life

 

Trademark/tradename - Skillsoft

$

84,700

 

indefinite

Trademark/tradename – SumTotal

 

5,800

 

9.6

years

Courseware

186,600

 

5

years

Proprietary delivery and development software

114,999

2.5-7.6

years

Publishing Rights

 

41,100

 

5

years

Customer relationships

 

264,600

 

12.6

years

Backlog

 

72,000

 

4.6

years

Total

$

769,799

 

  

GK  
Business Acquisition [Line Items]  
Summary of purchase consideration

The following summarized the purchase consideration (in thousands):

Description

    

Amount

Cash consideration

$

170,199

Warrants Issued

 

14,000

Joinder Term Loans

70,000

Cash settlement of seller transaction costs

4,251

Total Purchase Price

$

258,450

Summary of fair value of the purchase price allocation

The Company preliminarily recorded the fair value of the purchase price to tangible and identifiable intangible assets acquired and liabilities assumed as follows (in thousands):

Description

    

Amount

Cash, cash equivalents

$

17,524

Current assets

 

47,849

Property and equipment

5,531

Intangible assets

185,800

Long term assets

 

12,401

Total assets acquired

269,105

Current liabilities

 

(74,463)

Deferred revenue

 

(23,018)

Deferred tax liabilities

(16,934)

Long term liabilities

(4,248)

Total liabilities assumed

(118,663)

Net assets acquired

150,442

Goodwill

108,008

Total Purchase Price

$

258,450

Summary of identifiable intangible assets and estimated useful lives

The preliminary values allocated to identifiable intangible assets and their estimated useful lives are as follows: (in thousands):

Description

    

Amount

    

Life

 

Trademark/tradename

$

25,400

 

indefinite

Courseware

 

1,500

 

3

years

Proprietary delivery and development software

2,500

 

2

years

Vendor relationships

43,900

2.6

years

Customer relationships

 

112,500

 

10.6

years

Total

$

185,800