Quarterly report pursuant to Section 13 or 15(d)

Note 10 - Shareholders' Equity

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

(10)    Shareholders’ Equity

 

Common Stock

 

As of October 31, 2023, the Company’s authorized share capital consisted of 18,750,000 shares of Class A common stock and 10,000,000 shares of preferred stock, with a par value $0.0001 each, and 8,362,774 shares of Class A common stock were issued and 8,062,997 were outstanding. As of October 31, 2023, the Company had no shares of preferred stock or Class C common stock outstanding. 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 Company's 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 218,263 of its shares for $8.0 million during the nine months ended October 31, 2023. From inception through the quarter ended October 31, 2023, the Company repurchased 299,777 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 October 31,

  
   

2023

    

2022

  
   

Before Tax

    

Income Tax

    

Net

    

Before Tax

    

Income Tax

    

Net

  

Balance as of beginning-of-period

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

Translation adjustment

     (2,650 )     —       (2,650 )     (17,287 )     —       (17,287 )

Deconsolidation of SumTotal

     —       —       —       2,110       —       2,110  

Balance as of end-of-period

   $ (16,073 )   $ —     $ (16,073 )   $ (17,932 )   $ —     $ (17,932 )

 

   

Nine Months Ended October 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

     (1,279 )     —       (1,279 )     (21,012 )     —       (21,012 )

Deconsolidation of SumTotal

     —       —       —       2,110       —       2,110  

Balance as of end-of-period

   $ (16,073 )   $ —     $ (16,073 )   $ (17,932 )   $ —     $ (17,932 )