Quarterly report pursuant to Section 13 or 15(d)

Note 10 - Shareholders' Equity

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Note 10 - Shareholders' Equity
 6 Months Ended
Jul. 31, 2023
Notes to Financial Statements  
Equity [Text Block]

(10)    Shareholders’ Equity

 

Common Stock

 

As of July 31, 2023, the Company’s authorized share capital consisted of 375,000,000 shares of Class A common stock and 10,000,000 shares of preferred stock, with a par value $0.0001 each, and 160,467,809 shares of Class A common stock were issued and outstanding. As of July 31, 2023, the Company had no shares of Class C common stock outstanding. The number of authorized shares of Class A common stock or preferred stock authorized for issuance may be increased by the affirmative vote of the holders of a majority in voting power of the Company’s capital stock entitled to vote thereon. Except as required by law, holders of shares of Class C common stock are not entitled to vote any such shares.

 

Subject to applicable law, the Company may declare dividends to be paid ratably to holders of Class A common stock out of the Company’s assets that are legally available to be distributed as dividends in the discretion of the Company’s board of directors. Holders of Class C common stock are generally not entitled to dividends.

 

Warrants

 

Refer to Note 11, for information related to the equity classified warrants.

 

Share Repurchases and Repurchase Authorization

 

On September 7, 2022, the Board of Directors authorized Skillsoft to repurchase up to $30.0 million of its Class A common stock, which expired September 7, 2023. Under the program, the Company was authorized to purchase shares in the open market, in private negotiated transactions, or by other means from time to time. The share repurchase program did not obligate the Company to purchase any minimum number of shares. Under the program, the Company repurchased 4,365,255 of its shares for $8.0 million during the six months ended July 31, 2023. From inception through the quarter ended July 31, 2023, we repurchased 5,995,530 of our shares for $10.9 million.

 

Accumulated Other Comprehensive Income (Loss)

 

Accumulated Other Comprehensive Income (Loss) associated with foreign currency translation adjustments (in thousands) consisted of the following:

 

   

Three Months Ended July 31,

  
   

2023

    

2022

  
   

Before Tax

    

Income Tax

    

Net

    

Before Tax

    

Income Tax

    

Net

  

Balance as of beginning-of-period

   $ (13,919 )   $ —     $ (13,919 )   $ (1,278 )   $ —     $ (1,278 )

Translation adjustment

     496       —       496       (1,477 )     —       (1,477 )

Balance as of end-of-period

   $ (13,423 )   $ —     $ (13,423 )   $ (2,755 )   $ —     $ (2,755 )

 

   

Six Months Ended July 31,

  
   

2023

    

2022

  
   

Before Tax

    

Income Tax

    

Net

    

Before Tax

    

Income Tax

    

Net

  

Balance as of beginning-of-period

   $ (14,794 )   $ —     $ (14,794 )   $ 970     $ —     $ 970  

Translation adjustment

     1,371       —       1,371       (3,725 )     —       (3,725 )

Balance as of end-of-period

   $ (13,423 )   $ —     $ (13,423 )   $ (2,755 )   $ —     $ (2,755 )