Ladies and gentlemen, thank you for standing by, and welcome to Skillsoft Second Quarter Fiscal 2022 Results Conference Call. [Operator Instructions] I would now like to hand the conference over to your first speaker today, Jim Gruskin, Interim Head of Investor Relations. Thank you. Please go ahead.

Good afternoon, and welcome to Skillsoft Second Quarter Fiscal 2022 Earnings Call. We will be discussing the results announced in our press release issued after the market closed today. With me are Skillsoft CEO, Jeff Tarr; and Interim CFO, Ryan Murray. Today's call will contain forward-looking statements, which are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements include statements concerning financial and business trends, our expected future business and financial performance and financial condition and our guidance for fiscal 2022. They can be identified by words such as expect, anticipate, intend, plan, believe, seek or will. These statements reflect our views as of today only and should not be relied upon as representing our views at any subsequent date, and we do not undertake any duty to update these statements. Statements as to market share, industry data and our market position are based on data generated internally by the company. While we are not aware of any misstatements regarding market position or industry data discussed on today's call, our estimates involve risks and uncertainties and are subject to change based on various factors. Forward-looking statements by their nature address matters that are subject to risks and uncertainties that could cause actual results to differ materially expectations. For a discussion of the material risks and other important factors that could affect our actual results, please refer to the risks described in today's press release, our quarterly report on Form 10-Q for the 3 months ended July 31, 2021, to be filed with the Securities and Exchange Commission and our other periodic filings with the SEC. During the call, we will also discuss certain non-GAAP financial measures, which are not prepared in accordance with generally accepted accounting principles. Now a few comments…

Thanks, Jim, and thanks to all who have joined our first earnings call as the new Skillsoft. Our vision is to be the most highly valued provider of learning solutions, preparing the workforce of today with the skills for tomorrow. When we say valuable, we mean to our customers, our learners, our communities, our team members and our shareholders. Importantly, we believe that the most highly valued provider of learning solutions serving the world's workforce will be built on great technology and will deliver its solutions primarily online. We are proud to operate the largest corporate digital learning business in the world with more than $600 million in digital learning revenue from more than 5,000 enterprise customers. We are also the most profitable. To be the most valuable, we must also deliver growth. I'm pleased to report that this quarter, we exceeded our expectations and grew bookings by 18% with strong performance in all 3 of our business segments. The Skillsoft Content segment, which includes our Percipio learning experience platform, was up 9%. Global Knowledge was up 30%. These segments on a combined basis were up 19%, and our SumTotal segment was up 15%. Each part of the business also delivered major blue-chip customer wins during the quarter. In addition to our strong bookings growth, we achieved a number of key milestones this quarter. We began trading on the New York Stock Exchange. We established a healthy balance sheet with the benefit of a strategic investment from Prosus, one of the world's largest technology investors. We refined and reduced our debt, eliminating $25 million in annual cash interest expense. We appointed a world-class Board of Directors with decades of relevant experience from the highest levels of industry, academia and government. We seeded a new management team that is already executing…

Thanks, Jeff. I will provide more detail on the second quarter and the first half performance, along with some additional background information about our financials. Before we dive in, I'd like to make 2 quick points about our fiscal year and our terminology. Our reporting period is the fiscal year ending January 31 to align with legacy Skillsoft's fiscal year. Regarding terminology, beginning this quarter and going forward, we will be referring to bookings rather than order intake. While we've not changed the way we calculate this metric, we believe the term bookings is more appropriate for the industry. We still define it as value of contracted sales commitments for the forward 12-month period captured at contract start or renewal date. This is sometimes referred to as annual bookings and is more conservative of a definition than including the full value of all contracts, even those that extend beyond 1 year. We believe our definition of bookings is a better indicator of future annual revenue. Turning now to the consolidated results for the quarter and the first half of the year. Bookings for the quarter were $155 million, up $23 million or 18% compared to the prior year. And first half bookings were $284 million, up $25 million or 10% compared to last year. Adjusted revenue for Q2 was $176 million, an increase of $8 million or 5%. And first half adjusted revenue was $343 million, a decrease of $5 million. We have adjusted revenue to remove the impact of noncash deferred revenue fair value adjustment required under GAAP in purchase accounting and to gross up Global Knowledge reseller fees, which are accounted for on a net basis. Combined GAAP revenue was $106 million for -- in Q2 and $198 million for the first half of the year. In terms…

Thanks, Ryan. As you've heard today, we are delivering on our strategic and financial commitments. Based on our strong first half, we are increasing our full year guidance for bookings by $25 million at the midpoint and increasing adjusted revenue by $20 million at the midpoint while maintaining our guidance for adjusted EBITDA. Our updated bookings outlook for the year is $690 million to $710 million, and our updated outlook for adjusted revenue is $670 million to $690 million. The increase reflects better-than-expected performance in the first half of the year. Our guidance also considers that bookings are heavily weighted to the fourth quarter. Our outlook for adjusted EBITDA remains unchanged at between $155 million and $175 million. This reflects growth investments as we extend our leadership position in the corporate digital learning industry, a delay in realizing business combination synergies due to the timing of the transaction close, higher-than-anticipated D&O insurance costs and the margin impact of Global Knowledge's better-than-expected performance. In the near term, our primary focus is on top line growth as the most important driver of shareholder value creation. Accordingly, we intend to continue making foundational investments in content, platform and go-to-market to drive bookings and revenue growth. While our near-term focus is on accelerating top line growth, we remain committed to sustaining an attractive EBITDA profile and achieving our long-term margin targets. In so doing, we believe we will deliver value to customers and shareholders and achieve our vision of being the most highly valued provider of learning solutions, preparing the workforce of today with the skills for tomorrow. With that, I'll open the call for questions.

[Operator Instructions] Our first question is from Peter Heckmann of D.A. Davidson.

Nice bookings results. Can you talk about -- within Percipio, did the company achieve the FedRAMP certification? And did that contribute to the bookings growth in the quarter?

Thanks, Peter. The FedRAMP certification has made great progress. We've completed all the work necessary. And so we've moved from what's called FedRAMP Ready to what's now called FedRAMP In Process. So we're in a final administrative phase. It's the last phase prior to FedRAMP certification. So we're on track.

Got it. Got it. And then did you provide a run rate revenue number for Pluma? If so, I missed it.

No, we did not. Pluma is a high-growth business, but it's early stage. So the contribution in the quarter was immaterial.

Our next question is from Katherine Knop of B. Riley.

This is Katherine Knop on for Raj Sharma. We were just looking to know what the adoption rate of Percipio was with federal entities. And then is overall Percipio adoption still on track to be near 100% by the end of fiscal year '22?

So the question was a little garbled, so I missed the first part of it. Let me answer the second part, which I did hear, and then perhaps you can hit the first part again. But we are -- we believe we are on track to hit our target, both to achieve 90% conversion to Percipio and Percipio dual deployment by the end of this fiscal year and to complete the migration by the end of next fiscal year. And your -- the first part of your question, which I just couldn't hear.

Just what was the adoption rate of Percipio with federal entities?

Well, at this point, Percipio is not yet FedRAMP certified. So it's not yet widely deployed inside the U.S. government, that we expect to occur after the FedRAMP certification, which we're expecting later this year.

Our next question is from Raimo Lenschow of Barclays.

Congrats from me as well. Jeff, can you just talk more bigger picture now? As we are coming out of the pandemic, what are you seeing in terms of customer appetite to refocus on your area, in terms of also Global Knowledge, in terms of going back to classrooms versus kind of staying digital? So what are you seeing out there in terms of like the demand picture and the -- how the industry has changed over the last 1.5 years?

So Raimo, I think you can see in our numbers that we are seeing strong adoption by our customers. We've seen an improvement in dollar retention rate. We're seeing momentum in new sales. The overperformance is most apparent in the Global Knowledge business, primarily because the bookings and the sales cycle and the bookings and the flow from bookings to revenue was just tighter in Global Knowledge, and we're seeing a big lift. We've been pleased with the recovery that we've seen, especially in EMEA. And I'm also pleased that we haven't seen any step backwards in terms of the improvement in mix that we saw during COVID with very strong digital revenue. In fact, north of 80% of the revenue remains digital. So will classroom come back? It may come back at some level. We're not counting on it, and we're pleased that the higher-margin digital revenue is performing as well as it is.

Perfect. Okay. And then one follow-up. If I think about Percipio and as you kind of convert the client base over, like how do you think about the 103% retention rate that you have on there? Is that for you the end game? It seems like there's room to upside, but like I just needed to understand your industry a little bit better there. If you could speak to that, that would be nice. And congrats from me.

Thank you, Raimo. My view is the 103% is improvement, and so it's progress, but it's not a point of arrival. And I see no reason why this business can't get to 110%, say, dollar retention rate. And the reason I say that is, first of all, we are just getting started. We've been focused on migrating customers to Percipio. So we've held back on price increases, making migration the first priority. We're just getting started on improving how we work with customers, on investing in product to strengthen our product. We talked about the tech and dev investment, for example. We're also making investment in localization of content. So we're doing things that we believe over time will have a positive impact on dollar retention rate and take us to what I believe is a reasonable best-in-class target, which is the 110% or better.

[Operator Instructions] Our next question is from Mark Schappel of the Benchmark Company.

Congrats on the quarter here. I jumped on the call a little bit late, so I apologize if you may have already covered this. But Jeff, could you just bring us up to date where you stand on the Workday integration to Percipio?

Yes. Thanks, Mark. Well, we didn't talk about it on the main call, but I'm happy to give you an update. We were really pleased to see -- I think it was just last week that Workday communicated in writing to its customers its commitment to the Workday integration with Skillsoft and Percipio in particular. And they gave a date of March of next year but with beta customers prior to that. We feel good about that. That's good progress. Workday is not the largest LMS in our customer base, but it is growing fast. And we're pleased that Workday has formally committed to the integration. So that's where we stand.

Great. And then shifting gears a little bit. I was wondering if you could just discuss the company's focus or approach in micro-learning, right? I was wondering if customers are continuing to embrace it that you're seeing. And maybe just give us your thoughts, Jeff, on where you believe the company is competitive-wise with respect to the micro-learning?

Well, we believe we're the leader. We're the -- we believe we're the leader in delivering micro-learning and digital learning in general to the enterprise. Micro-learning drives much higher completion rates, much higher levels of engagement. And as a result, we believe that's one of the many contributors to our success this quarter and why we believe we're positioned for strong growth in the future.

Okay. Great. And then, Jeff, could you just talk a little bit about the plans for the SumTotal business and where you see it fitting in going forward?

Thanks. Well, SumTotal is a very good business. And we're -- I'm really pleased with the improved execution that we've seen in the SumTotal organization. We've been winning more. And we won multiple, actually 20 accounts this past quarter, most of which were head-to-head competition with the leading LMSs in the world. So that's terrific progress. You saw the growth in the bookings, and we feel good about SumTotal. It is part of our portfolio, and we're committed to being very good stewards of that business, which is so critical to our customers.

Our next question is from Arvind Ramnani of Piper Sandler.

I had a question, I mean, on the overall funding environment for private companies in the education space has certainly increased. Certainly, they don't have the scale in terms of like content or even enterprise relationships that you have. But with that backdrop, like are you kind of looking at this sort of interest -- increased interest in kind of remote learning and digital learning and viewing that as overall positive for your space? Or do you kind of look at some of these, I would say, kind of funds that have -- certainly the large amount of funding and valuation as kind of more of competition in your space?

Arvind, we believe that our lead in the enterprise is sufficiently large and compelling that that's an important competitive advantage. The fact that we also have a healthy balance sheet and a public currency also lends itself to future value creation. Now obviously, it'd be helpful for our multiple to reflect our performance and close that multiple gap with others in the industry. We believe with continued execution, we are going to do that. And we believe that as we do that, we'll have a stronger currency and that will create value for shareowners ultimately.

Perfect. Perfect. And just on the quarter itself, and sorry if you already provided color on this, I hopped on a bit late, but you had quite a robust kind of Q2. And then when I look at your guidance, the guidance was largely taken up by the -- by the same beat that you had in Q2. So would you kind of say there's some level of conservatism baked into kind of the full year guidance? Or do you think it's kind of -- it's more realistic guidance that you've provided?

What I'd say to that is we're pleased with the first quarter and the first half and the momentum we're seeing in the business. And I'm also pleased that we were able to raise guidance with the confidence that we're doing. As I look at the second half, I do see momentum in the business. I'm also mindful of the fact that bookings are heavily weighted to the fourth quarter. So we are where we are, and we'll update you as soon as we have more to share and feel great about the business and our ability to grow it.

Perfect. And last question for me. Certainly, the last like 18 months, there were a lot of cyclical changes made as a result of the pandemic. But we're entering month 18, and there's still sort of concerns around the Delta variant and whatnot. So as you look out over the next -- I mean, certainly, not looking for guidance, but as you look out over the next 1 to 3 years, has this prolonged sort of pandemic causing some more permanent -- are some of the changes going to be more secular in nature as opposed to some quick fixes as it pertains to digital learning?

I believe that we have moved from this world of classroom first in digital learning in the corporate environment to the world of digital first. And I don't believe we're going backwards. As I talk to customers, I'm hearing many of them have shut down what were corporate university campuses and made a permanent shift to an online delivery. I believe that shift to online delivery also brings with it ease of moving from in-sourced to outsourced and allows our customers to benefit from the scale that we bring to the solution. So I feel great about the long-term prospects of this industry. They're still much headroom for continued market growth and that we'll be a beneficiary of that. So that's my view.

We have reached the end of the question-and-answer session. I will now turn the call back over to Jeff Tarr for closing remarks.

Super. Well, thanks so much. I first want to thank all the analysts who are on the call and have spent a lot of effort to learn our business and so you can communicate that to your clients. And I appreciate everyone who's here today. I also wanted to just take a moment on this call to thank Ryan Murray, who has taken on the additional role of interim CFO. And this is in addition to his full-time job as Chief Accounting Officer, which he -- a role he's going to continue in. He's been terrific, and I'm looking forward to continuing to work with him. I also want to thank Jim Gruskin for his work as our interim Head of IR. He's moving into a lead role in our corporate development organization, and as everyone knows, that's strategically very important to our business. Gary Ferrera will be joining us as CFO later this month. He's actually here in the building today. Many of you know him, and I'm looking forward to introducing those of you who don't to him very soon. And then finally, Eric Boyer will be joining us as SVP of IR upon the closing of S&P's acquisition of IHS Markit. So thank you, everyone, and I'm looking forward to seeing you back here next quarter, if not sooner.

This concludes today's conference. You may disconnect your lines at this time. Thank you for your participation, and have a great day.