UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): September 14, 2021

Skillsoft Corp.

(Exact name of registrant as specified in its charter)


Delaware	001-38960	83-4388331
(State or other jurisdiction of incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

300 Innovative Way, Suite 201

Nashua, NH

03062

(Address of principal executive offices)

(Zip Code)

(603) 324-3000

Registrant’s telephone number, including area code

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):


☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))


Title of each class	Trading Symbol	Name of each exchange on which registered
Shares of Class A common stock, $0.0001 par value per share	SKIL	New York Stock Exchange

Warrants	SKIL WS	New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 2.02. Results of Operations and Financial Condition.

On September 14, 2021, Skillsoft Corp. (the “Company”) issued a press release reporting its financial results for the quarter ended July 31, 2021. A copy of the press release is furnished as Exhibit 99.1 to this report and is incorporated herein by reference.

Item 7.01. Regulation FD Disclosure.

On September 14, 2021, the Company posted an investor presentation to its website at https://investor.skillsoft.com/company-information/presentations. A copy of the investor presentation is furnished as Exhibit 99.2 to this report and is incorporated herein by reference.

Item 9.01. Financial Statement and Exhibits.

(d) Exhibits.


Exhibit Number		Description
99.1		Press Release, dated September 14, 2021.
99.2		Skillsoft Corp. Investor Presentation, dated September 14, 2021.
104		Cover Page Interactive Data File (formatted in Inline XBRL and included as Exhibit 101).

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Dated: September 14, 2021



	SKILLSOFT CORP.

	By:	/s/ Ryan Murray
		Ryan Murray Interim Chief Financial Officer and Chief Accounting Officer

Exhibit 99.1

Skillsoft Raises Full Year Guidance and Reports Strong Financial Results for

the Second Quarter of Fiscal 2022

Results Exceed Expectations with Bookings¹ Up 18%

Percipio Bookings Up 47%, Highlighting New Product Momentum and Successful Platform Migration

Acquired Pluma for $22 Million, Adding Valuable Digital Coaching and Professional Development Solution for Emerging Leaders

Recruited Experienced Leadership Team to Oversee Execution of Strategic Priorities, Accelerate Growth and Drive Value Creation

BOSTON, September 14, 2021 – Skillsoft Corp. (NYSE: SKIL) (“Skillsoft” or the “Company”), a global leader in corporate digital learning, today announced its financial results for the second quarter of fiscal 2022 ended July 31, 2021. The Company’s results exceeded its expectations, and Skillsoft raised its bookings and adjusted revenue guidance for the full year.

“We are pleased with Skillsoft’s strong performance during our initial quarter as a public company,” said Jeffrey R. Tarr, Skillsoft’s Chief Executive Officer. “We delivered double-digit bookings growth, won multiple new blue-chip customers, and acquired fast-growing digital coaching platform Pluma, enabling us to offer an on-demand, executive-quality leadership development solution to our customers, which include approximately 70% of the Fortune 1000.”

Mr. Tarr added, “We see substantial opportunity to extend our leadership in the rapidly expanding and highly fragmented corporate learning industry as we innovate and invest in growth. Our new leadership team is executing well against our strategic priorities, and we are well-positioned to create significant value for our customers, shareholders and other stakeholders.”

Fiscal 2022 Second Quarter Financial Highlights²

●

Strong bookings growth across all three business segments, with Content up 9%, Global Knowledge up 30% and SumTotal up 15%; bookings in Content and Global Knowledge combined were up 19%, and total bookings were up 18%;

●

GAAP³ revenue for the reported period was $106 million and GAAP net loss was $49 million;

●

Adjusted revenue of $176 million grew 5% and adjusted EBITDA of $43 million grew 2%;

●

Combined Percipio and dual deployment dollar retention rate of 103% compared to 102%; and

●

Refinanced long-term debt, reducing annual cash interest expense by approximately $25 million.

¹ Bookings is identical to what the Company previously referred to as “order intake” and includes (i) subscription renewals, upgrades, churn, and downgrades to existing customers, (ii) non-subscription services, and (iii) sales to new customers. Bookings generally represents a customer’s annual obligation (versus the life of the contract), and, for the subscription business, revenue is recognized for such bookings over the following 12 months.

²Growth calculated as if pre-combination Skillsoft and Global Knowledge had been combined and their fiscal quarters had been aligned to end on July 31, 2021.

³GAAP results include the periods from May 1, 2021 to June 11, 2021 (predecessor) and June 12, 2021 to July 31, 2021 (successor) and reflect the impact of business combination accounting on revenue.

Updated Full Year Fiscal 2022 Outlook


	Updated Outlook	Previous Outlook
Bookings	$690 million to $710 million	$660 million to $690 million
Adjusted Revenue	$670 million to $690 million	$645 million to $675 million
Adjusted EBITDA	Unchanged	$155 million to $175 million

Skillsoft increased its bookings and adjusted revenue outlook for full year fiscal 2022 primarily to reflect better than expected performance in the first half of the year.

The unchanged adjusted EBITDA outlook reflects the Company’s growth investments in content, platform and go-to-market capabilities. Additionally, the Company experienced a delay in realizing business combination synergies due to the timing of transaction close and higher than anticipated D&O insurance costs.

Key Operational Metrics and Non-GAAP Financial Measures

Bookings (previously Order Intake)

The following table sets forth unaudited bookings for the three and six months ended July 31, 2021 and 2020 as if pre-combination Skillsoft and Global Knowledge had been combined and their fiscal quarters had been aligned to end on July 31:


	Three Months							Six Months
$000s	Ended July 31,				Change			Ended July 31,				Change
	2021		2020		$		%	2021		2020		$		%
Content and Global Knowledge
Percipio	$	15,423	$	10,465	$	4,958	47%	$	32,534	$	20,582	$	11,952	58%
Dual Deployment		31,827		26,734		5,093	19%		41,696		39,409		2,287	6%
Skillport		12,730		18,160		(5,430)	-30%		22,048		32,072		(10,024)	-31%
Total Subscription	$	59,980	$	55,359	$	4,621	8%	$	96,278	$	92,063	$	4,215	5%
Services and One-Time Orders		3,716		3,206		510	16%		6,288		5,011		1,276	25%
Total Content	$	63,696	$	58,565		5,131	9%	$	102,565	$	97,075		5,490	6%
Global Knowledge		63,541		48,769		14,772	30%		128,798		105,806		22,992	22%
Total Content + Global Knowledge	$	127,237	$	107,334	$	19,903	19%	$	231,363	$	202,881	$	28,482	14%

SumTotal
Subscription	$	21,308	$	19,606	$	1,702	9%	$	42,081	$	46,457	$	(4,376)	-9%
Services and One-Time Orders		6,150		4,313		1,837	43%		10,801		9,614		1,187	12%
Total SumTotal	$	27,458	$	23,919	$	3,539	15%	$	52,882	$	56,071	$	(3,189)	-6%

Total	$	154,695	$	131,253	$	23,442	18%	$	284,255	$	258,952	$	25,303	10%

Dollar Retention Rate

The following table sets forth dollar retention rates (“DRR”) for the last twelve month (“LTM”) period ended July 31, 2021 and for the three month periods ended July 31, 2021 and 2020 as if Skillsoft and Global Knowledge had been combined and their fiscal quarters had been aligned to end on July 31:


	July 31
	LTM	2021	2020

Percipio	99%	99%	102%
Dual Deployment	102%	104%	102%
Percipio + Dual Deployment	101%	103%	102%

Skillport	78%	88%	68%

Total Content	95%	99%	88%

SumTotal	96%	99%	79%

Capital Structure

The following table sets forth Skillsoft’s cash and cash equivalents and long-term debt as of July 31, 2021:


$000s	July 31,
	2021
Assets
Cash and Equivalents	$	90,772

Liabilities
Long-Term Debt	$	467,399

Weighted average shares outstanding during the period from June 12, 2021 to July 31, 2021 were 133,059,021.

Webcast and Conference Call Information

Skillsoft will host a conference call and webcast today at 5:00 p.m. Eastern Time to discuss its financial results. To access the call, dial (877) 413-9278 from the United States and Canada or (215) 268-9914 from international locations. The live event can be accessed from the Investor Relations section of Skillsoft’s website at investor.skillsoft.com. A replay will be available for six months.

About Skillsoft

Skillsoft (NYSE: SKIL) is a global leader in corporate digital learning, focused on transforming today’s workforce for tomorrow’s economy. The Company provides enterprise learning solutions designed to prepare organizations for the future of work, overcome critical skill gaps, drive demonstrable behavior-change, and unlock the potential in their people. Skillsoft offers a comprehensive suite of premium, original, and authorized partner content, including one of the broadest and deepest libraries of leadership & business skills, technology & developer, and compliance curricula. With access to a broad spectrum of learning options (including video, audio, books, bootcamps, live events, and practice labs), organizations can meaningfully increase learner engagement and retention. Skillsoft’s offerings are delivered through Percipio, its award-winning, AI-driven, immersive learning platform purpose built to make learning easier, more accessible, and more effective. Learn more at www.skillsoft.com.

NON-GAAP FINANCIAL MEASURES AND KEY PERFORMANCE METRICS

We track several non-GAAP financial measures and key performance metrics that we believe are key financial measures of our success. Non-GAAP measures and key performance metrics are frequently used by securities analysts, investors, and other interested parties in their evaluation of companies comparable to us, many of which present non-GAAP measures and key performance metrics when reporting their results. These measures can be useful in evaluating our performance against our peer companies because we believe the measures provide users with valuable insight into key components of U.S. GAAP financial disclosures. For example, a company with higher U.S. GAAP net income may not be as appealing to investors if its net income is more heavily comprised of gains on asset sales. Likewise, excluding the effects of interest income and expense moderates the impact of a company’s capital structure on its performance. However, non-GAAP measures and key performance metrics have limitations as analytical tools. Because not all companies use identical calculations, our presentation of non-GAAP financial measures and key performance metrics may not be comparable to other similarly titled measures of other companies. They are not presentations made in accordance with U.S. GAAP, are not measures of financial condition or liquidity, and should not be considered as an alternative to profit or loss for the period determined in accordance with U.S. GAAP or operating cash flows determined in accordance with U.S. GAAP. As a result, these performance measures should not be considered in isolation from, or as a substitute analysis for, results of operations as determined in accordance with U.S. GAAP.

We do not reconcile our forward-looking non-GAAP financial measures to the corresponding U.S. GAAP measures, due to variability and difficulty in making accurate forecasts and projections and/or certain information not being ascertainable or accessible; and because not all of the information necessary for a quantitative reconciliation of these forward-looking non-GAAP financial measures to the most directly comparable U.S. GAAP financial measure is available to us without unreasonable efforts. For the same reasons, we are unable to address the probable significance of the unavailable information. We provide non-GAAP financial measures that we believe will be achieved, however we cannot accurately predict all of the

components of the adjusted calculations and the U.S. GAAP measures may be materially different than the non-GAAP measures.

Forward Looking Statements

This document includes statements that are, or may be deemed to be, “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, which are intended to be covered by the safe harbors created by those laws. These forward-looking statements include information about possible or assumed future results of our operations. All statements, other than statements of historical facts, that address activities, events or developments that we expect or anticipate may occur in the future, including such things as our outlook, our product development and planning, our pipeline, future capital expenditures, financial results, the impact of regulatory changes, existing and evolving business strategies and acquisitions and dispositions, demand for our services and competitive strengths, goals, the benefits of new initiatives, growth of our business and operations, our ability to successfully implement our plans, strategies, objectives, expectations and intentions are forward-looking statements. Also, when we use words such as “may,” “will,” “would,” “anticipate,” “believe,” “estimate,” “expect,” “intend,” “plan,” “projects,” “forecasts,” “seeks,” “outlook,” “target,” goals,” “probably,” or similar expressions, we are making forward-looking statements. Such statements are based upon the current beliefs and expectations of Skillsoft’s management and are subject to significant risks and uncertainties. Actual results may differ from those set forth in the forward-looking statements. All forward-looking disclosure is speculative by its nature.

There are important risks, uncertainties, events and factors that could cause our actual results or performance to differ materially from those in the forward-looking statements contained in this document, including:

●

our ability to realize the benefits expected from the business combination between Skillsoft, Churchill Capital Corp. II and Global Knowledge;

●

the impact of changes in consumer spending patterns, consumer preferences, local, regional and national economic conditions, crime, weather, demographic trends and employee availability;

●

the impact of the ongoing COVID-19 pandemic on our business, operating results and financial condition;

●

fluctuations in our future operating results;

●

our ability to successfully identify, consummate and achieve strategic objectives in connection with our acquisition opportunities and realize the benefits expected from the acquisition;

●

the demand for, and acceptance of, our products and for cloud-based technology learning solutions in general;

●

our ability to compete successfully in competitive markets and changes in the competitive environment in our industry and the markets in which we operate;

●

our ability to market existing products and develop new products;

●

a failure of our information technology infrastructure or any significant breach of security;

●

the effects of pending and future legislation;

●

future regulatory, judicial and legislative changes in our industry;

●

our ability to comply with laws and regulations applicable to our business;

●

the impact of natural disasters, public health crises, political crises, or other catastrophic events;

●

our ability to attract and retain key employees and qualified technical and sales personnel;

●

fluctuations in foreign currency exchange rates;

●

our ability to protect or obtain intellectual property rights;

●

our ability to raise additional capital;

●

the impact of our indebtedness on our financial position and operating flexibility;

●

our ability to successfully defend ourselves in legal proceedings;

●

our ability to remediate any material weaknesses or maintain effective internal controls over financial reporting; and

●

our ability to continue to meet applicable listing standards.

The foregoing list of factors is not exhaustive and new factors may emerge from time to time that could also affect actual performance and results. For more information, please see the risk factors included in Churchill

Capital Corp. II’s Annual Report on Form 10-K/A for the year ended December 31, 2020 in Part I, Item 1A and in the registration statement on Form S-4 filed by Churchill Capital Corp. II and declared effective by the Securities and Exchange Commission (the “SEC”) on May 27, 2021, and subsequent filings with the SEC.

Although we believe that the assumptions underlying our forward-looking statements are reasonable, any of these assumptions, and therefore also the forward-looking statements based on these assumptions, could themselves prove to be inaccurate. Given the significant uncertainties inherent in the forward-looking statements included in this document, our inclusion of this information is not a representation or guarantee by us that our objectives and plans will be achieved. Annualized, pro forma, projected and estimated numbers are used for illustrative purpose only, are not forecasts and may not reflect actual results. Additionally, statements as to market share, industry data and our market position are based on the most currently available data available to us and our estimates regarding market position or other industry data included in this document or otherwise discussed by us involve risks and uncertainties and are subject to change based on various factors, including as set forth above.

Our forward-looking statements speak only as of the date made and we will not update these forward-looking statements unless required by applicable law. With regard to these risks, uncertainties and assumptions, the forward-looking events discussed in this document may not occur, and we caution you against unduly relying on these forward-looking statements.

Investors

James Gruskin

[email protected]

Media

Caitlin Leddy

[email protected]

SKILLSOFT CORP.

UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS

(IN THOUSANDS, EXCEPT NUMBER OF SHARES)


	Successor		Predecessor (SLH)
	July 31, 2021		January 31, 2021
ASSETS
Current assets:
Cash and cash equivalents	$	90,772	$	71,479
Restricted cash		14,742		2,964
Accounts receivable, less reserves of approximately $2,662 and $294 as of July 31, 2021 and January 31, 2021, respectively		120,980		179,784
Prepaid expenses and other current assets		48,584		30,326
Total current assets		275,078		284,553
Property and equipment, net		15,055		13,780
Goodwill		761,177		495,004
Intangible assets, net		946,731		728,633
Right of use assets		24,578		15,131
Deferred tax asset		3,710		—
Other assets		8,092		8,636
Total assets	$	2,034,421	$	1,545,737
LIABILITIES AND SHAREHOLDER'S EQUITY
Current liabilities:
Current maturities of long-term debt	$	3,600	$	5,200
Borrowings under accounts receivable facility		24,822		17,022
Accounts payable		34,514		7,425
Accrued compensation		41,097		36,375
Accrued expenses and other current liabilities		62,473		23,125
Lease liabilities		9,662		4,740
Deferred revenue		165,900		257,549
Total current liabilities		342,068		351,436

Long-term debt		463,799		510,236
Warrant liabilities		28,525		900
Deferred tax liabilities		116,462		81,008
Long term lease liabilities		16,098		13,155
Deferred revenue - non-current		1,749		3,035
Other long-term liabilities		5,045		5,998
Total long-term liabilities		631,678		614,332
Commitments and contingencies		—		—
Shareholders’ equity :
(Predecessor SLH) Shareholders’ common stock- Class A and Class B common shares, $0.01 par value: 1,000,000,000 shares authorized (800,000,000 Class A, 200,000,000 Class B) at January 31, 2021; 4,000,000 shares issued and outstanding (3,840,000 Class A, 160,000 Class B) at January 31, 2021		—		40
(Successor) Shareholders’ common stock- Class A common shares, $0.0001 par value: 375,000,000 shares authorized and 133,059,021 shares issued and outstanding at July 31, 2021		11		—
Additional paid-in capital		1,297,716		674,333
Accumulated deficit		(237,958)		(93,722)
Accumulated other comprehensive income (loss)		906		(682)
Total shareholders’ equity		1,060,675		579,969
Total liabilities and shareholders’ equity	$	2,034,421	$	1,545,737

SKILLSOFT CORP.

UNAUDITED CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS

(IN THOUSANDS, EXCEPT PER SHARE AMOUNTS)


	Successor		Predecessor (SLH)				Predecessor (PL)
	From		From		From
	June 12,		May 1, 2021		February 1,		Three months		Six months
	2021 to July		to June 11,		2021 to June		ended July 31,		ended July 31,
	31, 2021		2021		11, 2021		2020		2020
Revenues:
Total revenues	$	57,912		47,935		139,636		116,835		235,164
Operating expenses:
Cost of revenues		28,006		11,360		35,881		21,618		45,831
Content and software development		9,878		7,477		24,084		16,835		33,778
Selling and marketing		22,234		13,438		41,940		34,033		66,769
General and administrative		17,073		4,855		17,217		15,324		32,015
Amortization of intangible assets		20,023		15,959		50,902		12,779		30,148
Impairment of goodwill and intangible assets		—		—		—		—		332,376
Recapitalization and transaction-related costs		9,995		5,006		6,938		16,659		32,035
Restructuring		316		(1,240)		(703)		771		1,141
Total operating expenses		107,525		56,855		176,259		118,019		574,093
Operating loss		(49,613)		(8,920)		(36,623)		(1,184)		(338,929)
Other (expense) income, net		(697)		(41)		(493)		898		1,809
Fair value adjustment of warrants		17,115		800		900		—		—
Interest income		12		54		64		65		84
Interest expense, net		(9,856)		(5,371)		(16,820)		(61,076)		(167,054)
Reorganization items, net		—		—		—		(10,593)		(10,593)
Loss before benefit from income taxes		(43,039)		(13,478)		(52,972)		(71,890)		(514,683)
Benefit from income taxes		(5,504)		(1,619)		(3,708)		(909)		(9,800)
Net loss	$	(37,535)		(11,859)		(49,264)		(70,981)		(504,883)

Loss per share:
Ordinary – Basic and Diluted (Predecessor)		*		*		*	$	(709.10)	$	(5,043.79)
Class A and B – Basic and Diluted (Predecessor)		*	$	(2.96)	$	(12.32)		*		*
Ordinary – Basic and Diluted (Successor)	$	(0.28)		*		*		*		*
Weighted average common share outstanding:
Ordinary – Basic and Diluted (Predecessor)		*		*		*		100.1		100.1
Class A and B – Basic and Diluted (Predecessor)		*		4,000		4,000		*		*
Ordinary – Basic and Diluted (Successor)		133,059		*		*		*		*

SKILLSOFT CORP.

UNAUDITED CONDENSED CONSOLIDATED STATEMENT OF CASHFLOWS

(IN THOUSANDS)


	Successor		Predecessor (SLH)		Predecessor (PL)
	From		From
	June 12, 2021		February 1, 2021		Six months ended
	to July 31, 2021		to June 11, 2021		July 31,2020
Cash flows from operating activities:
Net loss	$	(37,535)	$	(49,264)	$	(504,883)
Adjustments to reconcile net loss to net cash provided by operating activities:
Share-based compensation		4,817		—		—
Depreciation		1,705		3,572		5,120
Amortization of intangible assets		20,023		50,902		30,148
Change in bad debt reserve		(170)		(174)		19
Provision for (benefit from) income taxes – non-cash		(6,180)		(5,886)		(11,478)
Non-cash interest expense		434		487		2,829
Impairment of goodwill and intangible assets		--		—		332,376
Right-of-use assets amortizations		1,445		748		1,435
Fair value adjustment to warrants		(17,115)		(900)		—
Non-cash reorganization items, net		—		—		4,818
Changes in current assets and liabilities, net of effects from acquisitions:
Accounts receivable		6,963		88,622		93,124
Prepaid expenses and other assets		(13,065)		3,379		(9,265)
Accounts payable		5,175		(6,417)		(5,520)
Accrued expenses and non-current liabilities		18,026		(18,592)		159,565
Lease liability		(1,690)		(1,301)		(1,942)
Deferred revenue		17,905		(31,365)		(84,773)
Net cash provided by operating activities		738		33,811		11,573
Cash flows from investing activities:
Purchases of property and equipment		(75)		(641)		(2,985)
Internal use software development costs		(881)		(2,350)		(3,401)
Acquisition of Skillsoft, net of cash received		(386,035)		—		—
Acquisition of Global Knowledge, net of cash received		(156,926)		—		—
Acquisition of Pluma, net of cash received		(18,646)		—		—
Net cash used in investing activities		(562,563)		(2,991)		(6,386)
Cash flows from financing activities:
Borrowings under revolving line of credit, net of repayments		—		—		19,500
Borrowings under DIP Facility		—		—		60,000
Proceeds from issuance of Term Loan, net of fees		464,290		—		—
Proceeds from equity investment (PIPE)		530,000		—		—
Principal repayments of capital lease obligations		(137)		(370)		(430)
Repayments of accounts receivable facility, net of borrowings		(9,456)		16,577		(19,270)
Repayments of First and Second Out loans		(605,591)		(1,300)		—
Net cash provided by financing activities		379,106		14,907		59,800
Effect of exchange rate changes on cash and cash equivalents		(250)		203		(2,264)
Net (decrease) increase in cash, cash equivalents and restricted cash		(182,969)		45,930		62,723
Cash, cash equivalents and restricted cash, beginning of period		288,483		74,443		33,804
Cash, cash equivalents and restricted cash, end of period	$	105,514	$	120,373	$	96,527
Supplemental disclosure of cash flow information:
Cash and cash equivalents	$	90,772	$	117,299	$	61,139
Restricted cash		14,742		3,074		35,388
Cash, cash equivalents and restricted cash, end of period	$	105,514	$	120,373	$	96,527

Key Performance Metrics

We use key performance metrics to help us evaluate our performance and make strategic decisions. Additionally, we believe these metrics are useful as a supplement to investors in evaluating the Company’s ongoing operational performance and trends. These key performance metrics are not based on any standardized methodology prescribed by GAAP and are not necessarily comparable to similarly titled metrics presented by other companies.

Annualized Recurring Revenue (“ARR”)

ARR represents the annualized recurring value of all active subscription contracts at the end of a reporting period. We believe ARR is useful for assessing the performance of our recurring subscription revenue base and identifying trends affecting our business.

Dollar Retention Rate (“DRR”)

For existing customers at the beginning of a given period, DRR represents subscription renewals, upgrades, churn, and downgrades in such period divided by the beginning total renewable base for such customers for such period. Renewals reflect customers who renew their subscription, inclusive of auto-renewals for multi-year contracts, while churn reflects customers who choose to not renew their subscription. Upgrades include orders from customers that purchase additional licenses or content (e.g., a new Leadership and Business module), while downgrades reflect customers electing to decrease the number of licenses or reduce the size of their content package. Upgrades and downgrades also reflect changes in pricing. We use our DRR to measure the long-term value of customer contracts as well as our ability to retain and expand the revenue generated from our existing customers.

Bookings

Bookings (previously referred to as order intake) in any particular period represents orders received during that period and reflects (i) subscription renewals, upgrades, churn, and downgrades to existing customers, (ii) non- subscription services, and (iii) sales to new customers. Bookings generally represents a customer’s annual obligation (versus the life of the contract), and, for the subscription business, revenue is recognized for such bookings over the following 12 months. We use bookings to measure and monitor current period business activity with respect to our ability to sell subscriptions and services to our platform

SKILLSOFT CORP.

KEY FINANCIAL METRICS

Bookings


	Three Months				Six Months
	Ended July 31,				Ended July 31,
(In thousands)	2021		2020		2021		2020
Content and Global Knowledge
Percipio	$	15,423	$	10,465	$	32,534	$	20,582
Dual Deployment		31,827		26,734		41,696		39,409
Skillport		12,730		18,160		22,048		32,072
Total Subscription	$	59,980	$	55,359	$	96,278	$	92,063
Services and One-Time Orders		3,716		3,206		6,288		5,011
Total Content	$	63,696	$	58,565	$	102,565	$	97,075
Global Knowledge		63,541		48,769		128,798		105,806
Total Content + Global Knowledge	$	127,237	$	107,334	$	231,363	$	202,881

SumTotal
Subscription	$	21,308	$	19,606	$	42,081	$	46,457
Services and One-Time Orders		6,150		4,313		10,801		9,614
Total SumTotal	$	27,458	$	23,919	$	52,882	$	56,071

Total Bookings	$	154,695	$	131,253	$	284,255	$	258,952

Annualized Recurring Revenue


	July 31,		January 31,
(In thousands)	2021		2021
Content and Global Knowledge
Percipio	$	84,185	$	75,802
Dual Deployment		173,256		161,327
Skillport		60,282		80,245
Total Content	$	317,723	$	317,374
Global Knowledge		15,273		10,504
Total Content and Global Knowledge	$	332,996	$	327,878

SumTotal business
SumTotal business		96,020		99,148

Total ARR	$	429,016	$	427,026

Dollar Rentention Rate


	July 31
	LTM	2021	2020
Dollar Rentention Rate (“DRR”)
Percipio DRR	99%	99%	102%
Dual Deployment DRR	101%	104%	102%
Skillport	78%	88%	68%
Total Content Business DRR	95%	99%	88%
SumTotal	96%	99%	79%

Non-GAAP Financial Measures - Ajusted Revenue


	Skillsoft and Global Knowledge Combined
	Three Months Ended July 31,				Six Months Ended July 31,
	2021		2020		2021		2020
Consolidated
Adjusted subscription revenue	$	104,628	$	107,874	$	205,976	$	215,162
Adjusted non-subscription revenue		10,883		10,561		21,011		21,611
Adjusted Global Knowledge revenue		60,976		49,811		115,742		111,216
Total Consolidated adjusted revenue		176,487		168,246		342,729		347,989

Content Business
Adjusted subscription revenue		80,428		81,860		157,950		162,287
Adjusted non-subscription revenue		4,015		3,827		8,178		7,727
Total Content Business adjusted revenue		84,443		85,687		166,128		170,014

Global Knowledge Business
Virtual and on-demand		50,836		40,447		97,563		72,400
Classroom and all other		10,140		9,364		18,179		38,816
Total Global Knowledge adjusted revenue		60,976		49,811		115,742		111,216

SumTotal Business
Adjusted subscription revenue		24,200		26,014		48,026		52,875
Adjusted non-subscription revenue		6,868		6,734		12,833		13,884
Total SumTotal adjusted revenue	$	31,068	$	32,748	$	60,859	$	66,759

SKILLSOFT CORP

RECONCILIATION OF NON-GAAP FINANICAL MEASURES – Q2 FY2022

(in thousands)

(Unaudited)

	For the Three Months Ended July 31, 2021
	For the Period from 5/1/21 to 6/11/21		For the Period from 5/1/21 to 6/11/21		For the Period from 6/12/21 to 7/31/21		Non-GAAP Revenue
	Global Knowledge		Skillsoft		Skillsoft (2)		Adjustments (1)		Combined
Revenues:
Total revenues	$	25,255	$	47,935	$	57,912	$	45,385	$	176,487
Operating expenses
Cost of revenues		11,836		11,360		28,006		6,468		57,670
Content and software development		258		7,477		9,878		—		17,613
Selling and marketing		5,398		13,438		22,234		—		41,070
General and administrative		10,765		4,855		17,073		—		32,693
Amortization of intangible assets		1,063		15,959		20,023		—		37,045
Recapitalization and transaction-related costs				5,006		9,995		—		15,001
Restructuring		146		(1,240)		316		—		(778)
Total operating expenses		29,466		56,855		107,525		6,468		200,314
Operating loss:	$	(4,212)	$	(8,920)	$	(49,613)	$	38,917	$	(23,828)
Other income (expense), net		(852)		759		16,418		—		16,325
Interest income				54		12		—		66
Interest expense		(1,901)		(5,371)		(9,856)		—		(17,128)
Reorganization items, net				—		—				—
Loss before provision for (benefit from) income taxes		(6,965)		(13,478)		(43,039)		38,917		(24,565)
Provision for (benefit from) income taxes		481		(1,619)		(5,504)		—		(6,642)
Net loss	$	(7,446)	$	(11,859)	$	(37,535)	$	38,917	$	(17,923)

EBITDA Computation
Interest expense, net	$	1,901	$	5,317	$	9,844	$	—	$	17,062
Provision for (benefit from) income taxes		481		(1,619)		(5,504)		—		(6,642)
Depreciation and amortization		1,530		17,112		21,728		—		40,370
Impairment of goodwill and intangible assets				—		—		—		—
EBITDA		(3,534)		8,951		(11,467)		38,917		31,808

Adjusted EBITDA Computation
Plus: Non-recurring retention and consulting costs		28		446		15		—		489
Plus: Recapitalization and transaction-related costs		7,469		5,006		9,995		—		22,470
Plus: Restructuring and contract terminations		266		(1,240)		316		—		(658)
Plus: Integration and migration related		—		381		500		—		881
Plus: Foreign currency and other non-cash expense		632		(37)		(16,677)		—		(16,082)
Plus: Impact of fresh-start and purchase accounting		—		5,374		32,485		(38,917)		1
Plus: Stock-based compensation expense				—		4,817		—		4,817
Plus: Other add backs		49		(722)		259		—		(414)
Adjusted EBITDA	$	4,910	$	18,159	$	20,243	$	—	$	43,312

(1) Non-GAAP revenue adjustments include the add back of (i) non-cash deferred revenue fair value adjustments and (ii) reseller fees, which are presented on a net basis in GAAP revenue.

(2) GAAP results of Skillsoft include Global Knowledge subsequent to June 11, 2021.

SKILLSOFT CORP

RECONCILIATION OF NON-GAAP FINANICAL MEASURES – Q2 YEAR-TO-DATE FY2022

(in thousands)

(Unaudited)


	For the Six Months Ended July 31, 2021
	For the Period from 2/1/21 to 6/11/21		For the Period from 2/1/21 to 6/11/21		For the Period from 6/12/21 to 7/31/21		Non-GAAP Revenue
	Global Knowledge		Skillsoft		Skillsoft (2)		Adjustments (1)		Combined
Revenues:
Total revenues	$	71,932	$	139,636	$	57,912	$	73,249	$	342,729
Operating expenses
Cost of revenues		34,698		35,881		28,006		14,557		113,142
Content and software development		492		24,084		9,878		—		34,454
Selling and marketing		16,404		41,940		22,234		—		80,578
General and administrative		19,765		17,217		17,073		—		54,055
Amortization of intangible assets		2,646		50,902		20,023		—		73,571
Recapitalization and transaction-related costs		—		6,938		9,995		—		16,933
Restructuring		2,764		(703)		316		—		2,377
Total operating expenses		76,770		176,259		107,525		14,557		375,111
Operating loss:	$	(4,838)	$	(36,623)	$	(49,613)	$	58,692	$	(32,382)
Other income, net		624		407		16,418		—		17,449
Interest income		—		64		12		—		76
Interest expense		(11,970)		(16,820)		(9,856)		—		(38,646)
Reorganization items, net		—		—		—				—
Loss before benefit from income taxes		(16,184)		(52,972)		(43,039)		58,692		(53,503)
Benefit from income taxes		(359)		(3,708)		(5,504)		—		(9,571)
Net loss	$	(15,826)	$	(49,264)	$	(37,535)	$	58,692	$	(43,933)

EBITDA Computation
Interest expense, net	$	11,970	$	16,756	$	9,844	$	—	$	38,570
Benefit from income taxes		(359)		(3,708)		(5,504)		—		(9,571)
Depreciation and amortization		4,119		54,474		21,728		—		80,321
Impairment of goodwill and intangible assets		—		—		—		—		—
EBITDA		(95)		18,258		(11,467)		58,692		62,575

Adjusted EBITDA Computation
Plus: Non-recurring retention and consulting costs		28		1,153		15		—		1,196
Plus: Recapitalization and transaction-related costs		8,862		6,938		9,995		—		25,795
Plus: Restructuring and contract terminations		2,884		(703)		316		—		2,497
Plus: Integration and migration related		—		1,160		500		—		1,660
Plus: Foreign currency and other non-cash expense		377		134		(16,677)		—		(16,166)
Plus: Impact of fresh-start and purchase accounting		—		23,395		32,485		(58,692)		(2,812)
Plus: Stock-based compensation expense		—		—		4,817		—		4,817
Plus: Other add backs		(1,119)		(300)		259		—		(1,160)
Adjusted EBITDA	$	10,938	$	50,035	$	20,243	$	—	$	81,216

(1) Non-GAAP revenue adjustments include the add back of (i) non-cash deferred revenue fair value adjustments and (ii) reseller fees, which are presented on a net basis in GAAP revenue.

(2) GAAP results of Skillsoft include Global Knowledge subsequent to June 11, 2021.

SKILLSOFT CORP

RECONCILIATION OF NON-GAAP FINANICAL MEASURES – Q2 FY2021

(in thousands)

(Unaudited)


	For the Three Months Ended July 31, 2020
					Non-GAAP Revenue
	Global Knowledge		Skillsoft		Adjustments (1)		Combined
Revenues:
Total revenues	$	44,522	$	116,835	$	6,889	$	168,246
Operating expenses
Cost of revenues		23,339		21,618		6,889		51,846
Content and software development		721		16,835		—		17,556
Selling and marketing		9,302		34,033		—		43,335
General and administrative		7,934		15,324		—		23,258
Amortization of intangible assets		1,862		12,779		—		14,641
Recapitalization and transaction-related costs		—		16,659		—		16,659
Restructuring		2,275		771		—		3,046
Total operating expenses		45,434		118,019		6,889		170,342
Operating loss:	$	(912)	$	(1,184)	$	—	$	(2,096)
Other income, net		622		898		—		1,520
Interest income				65		—		65
Interest expense		(7,507)		(61,076)		—		(68,583)
Reorganization items, net		—		(10,593)				(10,593)
Loss before provision for (benefit from) income taxes		(7,797)		(71,890)		—		(79,687)
Provision for (benefit from) income taxes		96		(909)		—		(813)
Net loss	$	(7,893)	$	(70,981)	$	—	$	(78,874)

EBITDA Computation
Interest expense, net	$	7,507	$	61,011	$	—	$	68,518
Provision for (benefit from) income taxes		96		(909)		—		(813)
Depreciation and amortization		3,640		15,267		—		18,907
Impairment of goodwill and intangible assets		—		—		—		—
EBITDA		3,350		4,388		—		7,738

Adjusted EBITDA Computation
Plus: Non-recurring retention and consulting costs		673		3,607		—		4,280
Plus: Recapitalization and transaction-related costs		455		16,659		—		17,114
Plus: Restructuring and contract terminations		1,603		771		—		2,374
Plus: Integration and migration related		—		609		—		609
Plus: Foreign currency and other non-cash expense		(868)		(36)		—		(904)
Plus: Impact of fresh-start and purchase accounting		—		10,593		—		10,593
Plus: Stock-based compensation expense				—		—		—
Plus: Other add backs		291		156		—		447
Adjusted EBITDA	$	5,504	$	36,747	$	—	$	42,251

(1) Non-GAAP revenue adjustments include the add back of (i) non-cash deferred revenue fair value adjustments and (ii) reseller fees, which are presented on a net basis in GAAP revenue.

SKILLSOFT CORP

RECONCILIATION OF NON-GAAP FINANICAL MEASURES – Q2 YEAR-TO-DATE FY2021

(in thousands)

(Unaudited)


	For the Six Months Ended July 31, 2020
					Non-GAAP Revenue
	Global Knowledge		Skillsoft		Adjustments (1)		Combined
Revenues:
Total revenues	$	98,502	$	235,164	$	14,323	$	347,989
Operating expenses
Cost of revenues		54,057		45,831		14,323		114,211
Content and software development		1,520		33,778		—		35,298
Selling and marketing		19,918		66,769		—		86,687
General and administrative		16,086		32,015		—		48,101
Amortization of intangible assets		3,723		362,524		—		366,247
Recapitalization and transaction-related costs		—		32,035		—		32,035
Restructuring		4,307		1,141		—		5,448
Total operating expenses		99,612		574,093		14,323		688,028
Operating loss:	$	(1,110)	$	(338,929)	$	—	$	(340,039)
Other income (expense), net		(781)		1,809		—		1,028
Interest income		—		84		—		84
Interest expense		(14,562)		(167,054)		—		(181,616)
Reorganization items, net		—		(10,593)				(10,593)
Loss before benefit from income taxes		(16,453)		(514,683)		—		(531,136)
Benefit from income taxes		(211)		(9,800)		—		(10,011)
Net loss	$	(16,242)	$	(504,883)	$	—	$	(521,125)

EBITDA Computation
Interest expense, net	$	14,562	$	166,970	$	—	$	181,532
Benefit from income taxes		(211)		(9,800)		—		(10,011)
Depreciation and amortization		7,625		35,268		—		42,893
Impairment of goodwill and intangible assets		—		332,376		—		332,376
EBITDA		5,734		19,931		—		25,665

Adjusted EBITDA Computation
Plus: Non-recurring retention and consulting costs		1,362		9,485		—		10,847
Plus: Recapitalization and transaction-related costs		704		32,035		—		32,739
Plus: Restructuring and contract terminations		2,939		1,141		—		4,080
Plus: Integration and migration related		8		1,167		—		1,175
Plus: Foreign currency and other non-cash expense		953		(890)		—		63
Plus: Impact of fresh-start and purchase accounting		—		10,593		—		10,593
Plus: Stock-based compensation expense		—		—		—		—
Plus: Other add backs		(16)		214		—		198
Adjusted EBITDA	$	11,684	$	73,676	$	—	$	85,360

(1) Non-GAAP revenue adjustments include the add back of (i) non-cash deferred revenue fair value adjustments and (ii) reseller fees, which are presented on a net basis in GAAP revenue.

Exhibit 99.2

SEPTEMBER 2021 INVESTOR PRESENTATION

DISCLAIMER FORWARD LOOKING STATEMENTS This document includes statements that are, or may be deemed to be, “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, which are intended to be covered by the safe harbors created by those laws. These forward-looking statements include information about possible or assumed future results of our operations. All statements, other than statements of historical facts, that address activities, events or developments that we expect or anticipate may occur in the future, including such things as our outlook, our product development and planning, our pipeline, future capital expenditures, financial results, the impact of regulatory changes, existing and evolving business strategies and acquisitions and dispositions, demand for our services and competitive strengths, goals, the benefits of new initiatives, growth of our business and operations, our ability to successfully implement our plans, strategies, objectives, expectations and intentions are forward-looking statements. Also, when we use words such as “may,” “will,” “would,” “anticipate,” “believe,” “estimate,” “expect,” “intend,” “plan,” “projects,” “forecasts,” “seeks,” “outlook,” “target,” goals,” “probably,” or similar expressions, we are making forward-looking statements. Such statements are based upon the current beliefs and expectations of Skillsoft’s management and are subject to significant risks and uncertainties. Actual results may differ from those set forth in the forward-looking statements. All forward-looking disclosure is speculative by its nature. There are important risks, uncertainties, events and factors that could cause our actual results or performance to differ materially from those in the forward-looking statements contained in this document, including: • our ability to realize the benefits expected from the business combination between Skillsoft, Churchill Capital Corp. II and Global Knowledge; • the impact of changes in consumer spending patterns, consumer preferences, local, regional and national economic conditions, crime, weather, demographic trends and employee availability; • the impact of the ongoing COVID-19 pandemic on our business, operating results and financial condition; • fluctuations in our future operating results; • our ability to successfully identify, consummate and achieve strategic objectives in connection with our acquisition opportunities and realize the benefits expected from the acquisition; • the demand for, and acceptance of, our products and for cloud-based technology learning solutions in general; • our ability to compete successfully in competitive markets and changes in the competitive environment in our industry and the markets in which we operate; • our ability to market existing products and develop new products; • a failure of our information technology infrastructure or any significant breach of security; • the effects of pending and future legislation; • future regulatory, judicial and legislative changes in our industry; • our ability to comply with laws and regulations applicable to our business; • the impact of natural disasters, public health crises, political crises, or other catastrophic events; • our ability to attract and retain key employees and qualified technical and sales personnel; • fluctuations in foreign currency exchange rates; • our ability to protect or obtain intellectual property rights; • our ability to raise additional capital; • the impact of our indebtedness on our financial position and operating flexibility; and • our ability to successfully defend ourselves in legal proceedings; • our ability to remediate any material weaknesses or maintain effective internal controls over financial reporting; and • our ability to continue to meet applicable listing standards. The foregoing list of factors is not exhaustive and new factors may emerge from time to time that could also affect actual performance and results. For more information, please see the risk factors included in Churchill Capital Corp. II’s Annual Report on Form 10-K/A for the year ended December 31, 2020 in Part I, Item 1A and in the registration statement on Form S-4 filed by Churchill Capital Corp. II and declared effective by the Securities and Exchange Commission (the “SEC”) on May 27, 2021, and subsequent filings with the SEC. Although we believe that the assumptions underlying our forward-looking statements are reasonable, any of these assumptions, and therefore also the forward-looking statements based on these assumptions, could themselves prove to be inaccurate. Given the significant uncertainties inherent in the forward-looking statements included in this document, our inclusion of this information is not a representation or guarantee by us that our objectives and plans will be achieved. Annualized, pro forma, projected and estimated numbers are used for illustrative purpose only, are not forecasts and may not reflect actual results. Additionally, statements as to market share, industry data and our market position are based on the most currently available data available to us and our estimates regarding market position or other industry data included in this document or otherwise discussed by us involve risks and uncertainties and are subject to change based on various factors, including as set forth above. Our forward-looking statements speak only as of the date made and we will not update these forward-looking statements unless required by applicable law. With regard to these risks, uncertainties and assumptions, the forward-looking events discussed in this document may not occur, and we caution you against unduly relying on these forward-looking statements. 2

Introduction Strategy Finance Q&A VISION ‘To be the most highly valued provider of learning solutions, preparing the workforce of today with the skills for tomorrow.’ 3

4 KEY METRICS ~70% OF FORTUNE 1000(1) ~45M LEARNERS 180K+ CONTENT ASSETS SKILLSOFT BY THE NUMBERS Notes: (1) Based on sample of customers who have purchased training from Skillsoft or Global Knowledge in the most recent two year period. (2) Based on midpoint of FY2022E guidance ranges. Reflects estimates for the twelve month period ending January 31, 2022 as if Skillsoft and Global Knowledge had been combined for the entire period and their fiscal years had been aligned to end on January 31. (3) Adjusted EBITDA is a non-GAAP financial measure. See Appendix for reconciliation to GAAP. 4 OUTLOOK $700M BOOKINGS(2) $165M ADJUSTED EBITDA(2), (3)

2Q HIGHLIGHTS $155M Total Bookings 18% Year-over-Year Growth 47% Percipio Bookings Growth(1) 19% Core Bookings Growth(2) $176M Adjusted Revenue(3) 103% Dollar Retention Rate (Percipio + Dual Deployment) $43M Adjusted EBITDA(3) 24% Margin • Began trading on NYSE • Closed $500M investment from leading technology investor Prosus • Refinanced debt, eliminating $25M annual cash interest • Appointed world-class Board • Seated new management team • Completed acquisition of Pluma • Raised FY2022 Bookings and Adjusted Revenue guidance 5 Notes: (1) 2Q FY2022 YoY Bookings -- Percipio: +47%; Dual Deployment: +19%; Skillport: -30%. (2) Core Bookings comprised of Skillsoft Content (up 9% YoY ) and Global Knowledge (up 30% YoY). (3) Adjusted Revenue and Adjusted EBITDA is a non-GAAP financial measure. See Appendix for reconciliation to GAAP.

UPDATED FY2022 OUTLOOK 6 Note: (1) Adjusted Revenue and Adjusted EBITDA are non-GAAP financial measures. See Appendix for reconciliation to GAAP. $M REVISED PREVIOUS LOW HIGH LOW HIGH BOOKINGS $690 - $710 $660 - $690 AD JUSTED REVENUE(1) $670 - $690 $645 - $675 ADJUSTED EBITDA(1) $155 - $175 $155 - $175

LARGE AND GROWING MARKET LARGE MARKET GROWING MARKET STRONG SECULAR GROWTH DRIVERS • Growing skills gap • C-Suite focus on workforce development and upskilling • Shift from insourced to outsourced training • Shift from classroom to digital training • Acceleration by COVID-19 and work-from-home TOTAL ADDRESSABLE MARKET GLOBAL PROFESSIONAL ELEARNING(1) $28B GLOBAL PROFESSIONAL LEARNING(2) $300B Global Professional eLearning TAM(3) $9B $16B 2020 2025 +10% p.a. White space Market Spend(4) 13-14% p.a. $28B $4 5B 7 Notes: Sources: Company estimates and third party consultant market research reports. Tyton Partners and Grand View Research. (1) Global professional eLearning includes company purchased, self-paced online learning across Skillsoft’s core segment and other segments. (2) Professional learning includes eLearning as well as internal and third party courses and content (both online and in person), excluding tuition reimbursement and related spend. (3) TAM: Total Addressable Market, including company spend and incremental whitespace from adoption of eLearning, new use cases, and shift from in person to online. (4) Market Spend: Estimated spend on outsourced professional eLearning by organizations.

FRAGMENTED MARKET SPACE $600M CORPORATE DIGITAL LEARNING REVENUE 8

AN INSPIRING DIRECTION THAT BUILDS ON OUR STRENGTHS WHERE WE PLAY We upskill the global workforce across three core segments… (Leadership & Business Skills, Compliance and Technology & Developer) …by providing engaging digital learning & development solutions… …to enterprise clients globally ‘To be the most highly valued provider of learning solutions, preparing the workforce of today with the skills for tomorrow.’ HOW WE WIN CONTENT Packages of ‘best of breed’ content to enable compelling learning journeys PLATFORM Immersive, AI driven platform delivering seamless, engaging learner experiences GO-TO-MARKET World-class enterprise sales capability 01 02 03 OUR VISION 9

WHERE WE PLAY UPSKILLING THE GLOBAL WORKFORCE ACROSS THREE SEGMENTS LEAD ERSHIP & BUSINESS SKILLS TECHNOLOGY & D EVELOPER COMPLIANCE CUSTOMER VALUE PROPOSITION Enable leaders and organizations to thrive in a digital world Stay ahead of rapid technology changes Foster a sustainable, safe, respectful, inclusive environment compliant with evolving regulations ROLE IN SKILLSOFT’S PORTFOLIO Strategic hook into enterprise agenda Major customer and growth opportunity Supports customer retention SKILLSOFT POSITION(1) #1 #2 #2 COMPETITIVE LANDSCAPE 10 Note: (1) Skillsoft market position for self-paced professional eLearning based on Company estimates of competitor revenue and segment revenue allocations. #1 GLOBAL LEAD ER(1)

HOW WE WIN: CONTENT BREADTH OF OUR OFFERING WILL DRIVE GROWTH • Important reason we win with customers • Supports learners with a unified platform, consistent pedagogy and more complete learning journeys • Creates opportunities for cross- and upsell • Drives higher retention 21 PERCENTAGE POINT HIGHER DOLLAR RETENTION RATE(1) AMONG CUSTOMERS PURCHASING 3 PRODUCTS VS. 1 LEADERSHIP & BUSINESS SKILLS TECHNOLOGY & DEVELOPMENT COMPLIANCE 11 Note: (1) Covers Q4FY2017 through Q2FY2022.

HOW WE WIN: CONTENT OUR CONTENT CREATES UNIQUE CROSS-SELL OPPORTUNITIES Growing Share of Skillsoft Content Customers Buying 2-3 Products(1) A nnual Recurring Revenue Distribution by Number of Products Purchased 3 PRODUCTS 2 PRODUCTS 1 PRODUCT 0% 25% 50% 75% 100% 1Q19 2Q19 3Q19 4Q19 1Q20 2Q20 3Q20 4Q20 1Q21 2Q21 3Q21 4Q21 1Q22 2Q22 % of Total Annual Recurring Revenue Fiscal Quarter Cross-sell opportunities 12 Note: (1) Covers Q4FY2017 through Q2FY2022.

HOW WE WIN: CONTENT OUR CONTENT ENABLES COMPELLING LEARNING JOURNEYS .. . .WITH ORIGINAL AND CURRENT CONTENT A PROVEN LEARNING MODEL. . . .. . .THAT DELIVERS REAL- WORLD RESULTS 90% Of consumption based on proprietary Skillsoft content Based on MIT research Apply what they have learned(1) 35% Of active courses published in last 18 months 80% A COMPLETE LEARNING SOLUTION. . . 180K+ Content assets $100M+ Invested in content since 2017 13 Note: (1) Source: Skillsoft 2019 customer benchmark study

HOW WE WIN: PLATFORM PERCIPIO PLATFORM DELIVERS ENGAGING EXPERIENCES ~ 3,000 COMPANIES LIVE ON PLATFORM 4x MORE LEARNING HOURS(1) 11M BADGES ISSUED ~ 100% PERCIPIO COHORT DOLLAR RETENTION RATE UP TO 29PT INCREASE IN DOLLAR RETENTION RATE(1) THE PERCIPIO PLATFORM • Learner focused • Skill-based learning paths • AI-enabled • Badges, open source content, microlearning, mobile app WHY CUSTOMERS CHOOSE PERCIPIO • Easy interface • Better engagement • Reliable tracking • Integration with leading LMSs 14 Note: (1) Compared to legacy platform over 18 months; increase in retention varies by quarter. Source: Percipio.com, Skillsoft financials.

~ 70% OF FORTUNE 1000(1) ~45M LEARNERS WORLDWIDE(2) 160+ COUNTRIES WORLDWIDE(3) ~ 600 GO-TO-MARKET ORGANIZATION ~98% REVENUE FROM BUSINESS CUSTOMERS(4) HOW WE WIN: GO-TO-MARKET AN UNRIVALED ENTERPRISE SALES CAPABILITY 15 Notes: (1) Based on sample of customers who have purchased training from Skillsoft or Global Knowledge in the most recent two year period. (2) Consists of licensed learners. (3) Number countries with learners accessing Skillsoft content. (4) Business customers include the government.

STRONG PLATFORM FOR ACCRETIVE M&A 16 PERCIPIO PLATFORM LARGE SALES TEAM LARGE CUSTOMER BASE STRONG BALANC E SHEET COMMITTED INVESTORS ACQUIRER OF CHOICE 1,000+ companies with <$100M revenue + Others with >$100M revenue CRITERIA OPPORTUNITY RICH ENVIRONMENT CONTENT PLATFORM GO-TO-MARKET • Complete Portfolio in Prioritized Areas • Enhance Capabilities and Learner Experience • Extend Reach • Leverage Existing Base

A UNIQUE OPPORTUNITY FOR SHAREHOLDER VALUE CREATION ATTRACTIVE BUSINESS MODEL • Enterprise subscriptions • High operating leverage • Low capital intensity • Strong free cash flow conversion ON A GROWTH TRAJECTORY • New leadership team with clear strategic direction • On track to complete Percipio migration by YE 2022 • Investing in Content, Platform and Go-To- Market • Riding wave of accelerating online migration WELL-PLACED TO DELIVER ON A BOLD VISION FOR THE FUTURE • Well-positioned to extend global category leadership • Platform for organic and acquired growth STRONG FOUNDATION • Robust core business • Healthy balance sheet 17

Positioned for profitable growth High level of subscription renewal Operating leverage High cash flow conversion Attractive capital structure ATTRACTIVE FINANCIAL PROFILE 18 #1 #2 #3 #4 #5

POSITIONED FOR GROWTH PERCIPIO MIGRATION SUPPORTS IMPROVED REVENUE RETENTION AND MORE NEW BUSINESS 13% 24% 59% 32% 51% 31% 55% 25% 9% FY2020A FY2021A FY2022E 94% 100% 96-102% 111% 101% 96-102% 84% 75% 69-75% $10 $15 $22-$30 COMPOSITION OF ANNUAL RE CURRING REVENUE (Skillsoft Content excluding SumTotal) Percipio DRR(1) Dual Deployment DRR(1) Skillport DRR(1) Percipio & DD New Business Bookings (OI) ~ ~ ~ ~ ~ ~ 75% on Percipio or Dual Deploy- ment ~90% on Percipio or Dual Deploy- ment 30 customer acquisition sellers in FY2022 drive new logo wins 19 Note: (1) Dual Deployment (DD) reflects customers who are paying for Percipio and Skillportplatforms. Percipio reflects customers who are only paying for Percipio products. Legacy platform Skillportreflects customers who are only paying for legacy platform Skillport. Information shown reflects FYE January 31st financials (e.g., FYE 1/31/22 shown for FY2022E). Dollar Retention Rate (“DRR”) represents subscription renewals, upgrades, churn, and downgrades in a period divided by the total renewable base for such customers for such period. DRR does not include new business from new customers. Dual Deployment of Percipio and Skillport Skillport Percipio

GLOBAL KNOWLEDGE GROWING WITH IMPROVED PRODUCT MIX • COVID-19 negatively impacted classroom revenue by ~$115M(4) offset by ~$35M growth in digital offerings • Shift from classroom to digital driving margin improvement • Bookings growing with improved revenue mix SEQUENTIAL BOOKINGSPROGRESSION(1), (2), (3) ($M) $6 $4 $3 $3 $2 $3 $3 $19 $26 $37 $37 $38 $52 $50 $39 $27 $9 $15 $13 $10 $11 Q4 FY2020 Q1 FY2021 Q2 FY2021 Q3 FY2021 Q4 FY2021 Q1 FY2022 Q2 FY2022 $64 $57 $49 $53 $55 $65 $64 20 Notes: (1) Information shown reflects quarters based on a January 31st fiscal year end. (2) Bookings (Order Intake) represents confirmed orders, subject to cancellation and/or re-booking under the Global Knowledge cancellation and re-booking policy, for the forward 12 month period. (3) Total Bookings (Order Intake) allocated to modality based on revenue modality mix. (4) Based on change in total Classroom Training and Other revenue from FY2020A to FY2021A (FYE January 31st financials). Global Knowledge revenue reflects Gross Revenue. Classroom Training & Other Virtual On-Demand

ATTRACTIVE FINANCIAL PROFILE HIGH SUBSCRIPTION REVENUE WITH STRONG PREDICTABILITY 21 Subscription Revenue Non-subscription Revenue Note: (1) FY2021A reflects financials for the fiscal year ended 1/31/21 for Skillsoft and the twelve months ended 1/1/21 for Global Knowledge. • Subscriptions provide visibility and predictability • Skillsoft Content 90%+ subscription revenue • Recurring contracts with Fortune 1000 customers • Global Knowledge: transaction-based, longstanding customer relationships + repeat buyers SKILLSOFT GLOBAL KNOW LEDGE COMBINED FY2021A(1) 90% 10% 5% 95% ~ ~ ~ ~ 63% 37% ~ ~

HIGH CASH FLOW CONVERSION PROVIDES FINANCIAL FLEXIBILITY AND SUPPORTS REINVESTMENT ILLUSTRATIVE RUN RATE FREE CASH FLOW BRIDGE(1) (Items shown as % of Adjusted EBITDA) • 70%+ cash conversion supports growth investment • Low capital expenditure requirements (~3% of revenue) • Refinancing lowered interest expense • Favorable low teens cash tax rate • Bookings growth drives positive net working capital cash contribution • Restructuring costs related to recent merger likely to conclude in FY2023 100% ~70+% ~12-14% ~9-10% ~10-14% ~5-10% 0% 10% 20% 30% 40% 50% 60% 70% 80% 90% 100% Adj. EBITDA Interest Expense, net Cash Taxes Capital Expenditures Change in Net Working Capital Levered Free Cash Flow 1 22 Note: (1) Does not include integration, restructuring and acquisition related expenditures. FY2022E free cash flow conversion expected to be lower than for FY2023 due to restructuring costs and higher interest expense from higher pre-closing and pre-refinancing debt balances and interest rates.

ATTRACTIVE CAPITAL STRUCTURE DEBT REFINANCING LOWERED ANNUAL CASH INTEREST BY $25M CAPITAL STRUCTURE PRO FORMA FOR REFINANCING COMPLETED IN JULY ($M) TOTAL DEBT(1) $467 CASH(1) $91 NET DEBT $376 DEBT TERMS ATTRACTIVE COST OF CAPITAL ($M) NEW FACILITY $480 (Term Loan B) MATURITY 2028 (7 year) PRICING 5.50%(0.75% LIBOR floor + 475bps) PREPAYMENT 102 hard call premium in year 1 Par thereafter DEBT / FY2022E ADJ. EBITDA(2) (GROSS / NET) 2.8X/2.3X 23 Notes: (1) Based on balance sheet as of July 31, 2021. Total debt outstanding reflects Original Issue Discount (“OID”). (2) Based on $165M, midpoint of FY2022E Adjusted EBITDA outlook range.

24 Q&A 24

25 APPENDIX 25

FINANCIAL OVERVIEW ($M) 26 Notes: (1) All fiscal years reflect period ending January 31 for Skillsoft and Global Knowledge. (2) $15M of cost synergies expected in the first twelve months after 6/11/21 merger closing. $25M run rate synergies expected by the end of the second twelve months post-close. (3) Skillsoft Content includes ~$16M of order intake / revenue from services in FY2021A. (4) FY2021A decline primarily due to decline in classroom revenue at Global Knowledge as a result of COVID-1 9, customer churn from Skillsoft legacy platform, and other impacts mainly attributable to COVID-19. (5) Product level view of Bookings / Revenue for Skillsoft Content and SumTotal. Reconciliation of non-GAAP financial measures provided in Appendix. FY2020A(1) FY2021A(1) FY2022E (1) Skillsoft Bookings (Order Intake): Content(3), (5) $347 $334 SumTotal(5) 138 124 Total Skillsoft Bookings (Order Intake) $485 $458 Global Knowledge Bookings (Order Intake): Classroom and All Other $175 $65 Virtual and On-Demand 116 150 Total Global Knowledge Bookings (Order Intake) $291 $214 Combined Bookings (Order Intake)(4) $776 $672 $690 - $710 Skillsoft Adj. Revenue: Content(3), (5) $366 $346 SumTotal(5) 148 128 Total Skillsoft Adj. Revenue $514 $474 Global Knowledge Adj. Revenue: Classroom and All Other $179 $66 Virtual and On-Demand 108 151 Total Global Knowledge Adj. Revenue $288 $217 Reseller Fees (34) (27) Total Global Knowledge Adj. Net Revenue $254 $189 Combined Adj. Revenue(4) $802 $691 $670 - $690 Combined Adj. Net Revenue $768 $664 $640 - $660 Skillsoft Adj. EBITDA $185 $145 Global Knowledge Adj. EBITDA 36 19 Combined Adj. EBITDA $221 $164 $155 - $175 (2)

KEY PERFORMANCE METRICS ($M) 27 Note: FY2021A and Q1 FY2022A and Q2 FY2022A reflect financials for 12 months ended 01/31/21, 3 months ended 4/30/21A, and 7/31/21A, respectively, for Skillsoft and Global Knowledge. FY2020A reflects financials for 12 months ended 1/31/20 for Skillsoft and Global Knowledge. FY2020A FY2021A FY2022A FY2021A FY2022A Total Q1A Q2A Q3A Q4A Total Q1A Q2A H1A H1A Skillsoft Content Bookings (Order Intake): Percipio $32 $10 $10 $11 $32 $64 $17 $15 21 33 Dual Deployment 116 13 27 36 98 174 10 32 39 42 Skillport 185 14 18 22 27 81 9 13 32 22 Total Skillsoft Content Subscription Bookings (Order Intake) $333 $37 55 $69 $157 $318 $36 $60 $92 $96 Services & One-Time Bookings (Order Intake) 14 2 3 4 7 16 3 4 5 6 Total Skillsoft Content Bookings (Order Intake) $347 $39 59 $74 $164 $334 $39 $64 $97 $103 Skillsoft SumTotal Bookings (Order Intake): Skillsoft SumTotal Subscription Bookings (Order Intake) $111 $27 $20 $22 $33 $101 $21 $21 46 42 Services & One-Time Bookings (Order Intake) 27 5 4 6 7 23 5 6 10 11 Total Skillsoft SumTotal Bookings (Order Intake) $138 $32 24 $28 $40 $124 $25 $27 $56 $53 Skillsoft Annualized Recurring Revenue (ARR): Percipio $42 $47 $51 $57 $76 $76 $81 $84 51 84 Dual Deployment 103 118 154 168 161 161 166 173 154 173 Skillport 181 161 126 105 80 80 72 60 126 60 Total Skillsoft Content ARR $327 $327 $331 $329 $317 $317 $319 $318 $331 $318 Skillsoft SumTotal ARR $111 $107 $101 $101 $99 $99 $97 $96 $101 $96 Skillsoft Dollar Retention Rate (DRR): Percipio 94% 100% 102% 100% 102% 100% 94% 99% Dual Deployment 111% 97% 102% 105% 100% 101% 104% 104% Skillport 84% 77% 68% 83% 74% 75% 76% 88% Total Skillsoft Content DRR 92% 88% 88% 96% 94% 93% 91% 99% Skillsoft SumTotal DRR 94% 96% 79% 99% 93% 92% 95% 99% Global Knowledge Bookings $291 $57 49 $55 $53 $214 $65 $64 $106 $129 Global Knowledge Annualized Recurring Revenue (ARR) $7 $6 $6 $7 $11 $11 $14 $15 $6 $15

HISTORICAL QUARTERLY FINANCIAL PERFORMANCE ($M) COMMENTARY • Finished at or above upper end of FY21 ranges • Majority of Skillsoft Bookings generated in second half of each year due to customer renewal timing • Significant shift from legacy Classroom Training to Digital Offerings at Global Knowledge • FY21 adversely impacted by: ‒ COVID dislocation o Long-term benefit given acceleration of Global Knowledge’s transition from in-classroom training to digital offerings ‒ Churn from legacy Skillport Platform • Raised FY22 Bookings and Adjusted Revenue guidance based on strong performance through Q2. Adjusted EBITDA guidance unchanged, reflecting growth investment 28 Notes: (1) FY2020A, FY2021A and Q1 and Q2 FY2022A reflect the Product level view of Skillsoft Adj. Revenue vs. a Legal entity level view (Product level view represents ~$2M-$3M annual increase in Content and a proportionate decrease in SumTotal). Reconciliation of non-GAAP financial measures provided in Appendix. (2) All fiscal years reflect 12 months ended January 31 for Skillsoft and Global Knowledge; Q1 FY2022A and Q2 FY2022A reflect financials for 3 months ended 4/30/21A, and 7/31/21A, respectively. FY2020A(2) FY2021A(2) FY2022A(2) FY2021A(2) FY2022A(2) Total Q1A Q2A Q3A Q4A Total Q1A Q2A H1A H1A Skillsoft Bookings (Order Intake): Content $347 $39 $59 $74 $164 $334 $39 $64 $97 $103 SumTotal 138 32 24 28 40 124 25 27 56 53 Total Skillsoft Bookings (Order Intake) $485 $71 $82 $102 $203 $458 $64 $91 $153 $155 Global Knowledge Bookings (Order Intake): Classroom and All Other $175 $27 $9 $15 $13 $65 $10 $9 $37 $19 Virtual and On-Demand 116 30 40 40 40 150 56 54 69 110 Total Global Knowledge Bookings (Order Intake) $291 $57 $49 $55 $53 $214 $65 $64 $106 $129 Combined Skillsoft Bookings (Order Intake) $776 $128 $131 $157 $256 $672 $130 $155 $259 $284 Skillsoft Adj Revenue(1): Content $366 $85 $86 $87 $88 $346 $82 $85 $171 $168 SumTotal 148 33 32 31 31 128 29 30 66 59 Total Skillsoft Adj. Revenue $514 $118 $118 $119 $119 $474 $111 $116 $237 $227 Global Knowledge Adj Revenue: Classroom and All Other $179 $29 $9 $14 $13 $66 $8 $10 $39 $18 Virtual and On-Demand 108 32 40 37 42 151 47 51 72 98 Total Global Knowledge Adj. Revenue $288 $61 $50 $51 $55 $217 $55 $61 $111 $116 Reseller Fees ($34) ($7) ($5) ($7) ($7) ($27) ($8) ($6) ($13) ($15) Total Global Knowledge Adj. Net Revenue $254 $54 $45 $44 $47 $189 $47 $55 $99 $101 Combined Skillsoft Adj Revenue $802 $180 $168 $169 $174 $691 $166 $176 $348 $343 Combined Skillsoft Adj Net Revenue $768 $172 $163 $162 $166 $664 $158 $170 $335 $328 Skillsoft Adj EBITDA $185 $37 $37 $45 $26 $145 $32 $33 $74 $65 Global Knowledge Adj. EBITDA 36 6 6 3 4 19 6 10 12 16 Combined Skillsoft Adj. EBITDA $221 $43 $42 $48 $30 $164 $38 $43 $85 $81

Share Price Public IPO Shares Total Shares Outstanding Public Shares as % of Shares Outstanding (Incl / Excl Public Warrants) $10.00 34.3 133.1 25.8% / 25.8% $12.00 35.3 135.6 26.0% / 25.3% $14.00 38.4 144.1 26.7% / 23.8% $16.00 40.8 150.5 27.1% / 22.8% $18.00 42.6 155.4 27.4% / 22.1% $20.00 42.6 156.9 27.2% / 21.9% SUMMARY OF SHARES OUTSTANDING AT VARIOUS PRICES (SHARES IN M) SHARES: • Includes 34.3M public IPO shares(3) • Includes 17.25M founder shares • 4.3M founder shares (25%) re-vest if the share price exceeds $12.50 per share (these shares included in the 133.1M shares outstanding) • Includes 28.5M shares issued to Skillsoft shareholders • Includes 53.0M shares issued to PIPE investors WARRANTS: • Includes 23.0M public warrants issued in connection with the IPO • Strike price of $11.50 / share and forced redemption price of $18.00 / share • Includes 17.3M private placement warrants purchased or acquired by the sponsor(4) • $11.50 strike price; no forced redemption • Includes 16.7M warrants issued to PIPE investors at substantively identical terms as the public warrants • Includes 5.0M warrants issued as consideration for Global Knowledge transaction • $11.50 strike price; no forced redemption EMPLOYEE EQUITY: • Share count does not include employee equity expected to be issued pursuant to the incentive plan (up to 10% of shares outstanding at closing of the Merger). (2) COMMENTARY (1) 29 Notes: (1) Total Shares Outstanding at all prices includes 4.3M founder shares that are unvested and re-vest if the share price exceeds $12.50 per share.. (2) Public shares including public warrants (on a TSM basis) as % of total shares outstanding / public shares excluding public warrants (on a TSM basis) as % of total shares outstanding. (3) 34,309,021 shares. (4) Includes 1.5M warrants payable to Churchill sponsor for loan to Churchill at Churchill sponsor’s option. (5) Shares and warrants net for Treasury Stock Method (“TSM”). Excludes equity issued to management and advisors in connection with the consummation of the contemplated transaction, including equity issued under Churchill's management incentive compensation plan.

RECONCILIATION OF NON-GAAP FINANCIAL MEASURES: FISCAL YEAR ENDED JANUARY 31, 2020 ($M) 30 $ millions Fiscal Year Ended January 31, 2020 Skillsoft Global Knowledge Combined Net Revenue $514 $254 $768 Impact of fresh-start and purchase accounting -- -- -- One-time impact of the deconsolidation of Canada -- -- -- Adjusted Net Revenue $514 $254 $768 Reseller Fees -- 34 34 Adjusted Revenue $514 $288 $802 Net income (loss) - GAAP ($849) ($23) ($872) Interest expense, net 430 26 456 Provision for income taxes 11 0 12 Depreciation and amortization 106 22 128 Impairment of goodwill and intangible assets 441 0 441 Impact of fresh-start and purchase accounting -- -- -- EBITDA $138 $25 $164 Non-recurring retention and consulting costs 10 1 11 Recapitalization and transaction-related costs 16 1 17 Restructuring and contract terminations 3 3 6 Integration and migration related 6 4 10 Foreign currency and other non-cash expense 11 1 11 Other add backs 0 2 2 Adjusted EBITDA $185 $36 $221

RECONCILIATION OF NON-GAAP FINANCIAL MEASURES: FISCAL YEAR ENDED JANUARY 31, 2021 ($M) 31 $ millions Fiscal Year Ended January 31, 2021 Skillsoft Global Knowledge Combined Net Revenue $383 $189 $572 Impact of fresh-start and purchase accounting 89 -- 89 One-time impact of the deconsolidation of Canada 3 -- 3 Adjusted Net Revenue $474 $189 $664 Reseller Fees -- 27 27 Adjusted Revenue $474 $217 $691 Net income (loss) - GAAP $2,670 ($109) $2,562 Interest expense, net 188 33 221 Provision for income taxes 47 0 47 Depreciation and amortization 84 21 105 Impairment of goodwill and intangible assets 332 60 392 Impact of fresh-start and purchase accounting (3,243) -- (3,243) EBITDA $78 $5 $83 Non-recurring retention and consulting costs 13 2 15 Recapitalization and transaction-related costs 48 4 52 Restructuring and contract terminations 6 5 11 Integration and migration related 2 -- 2 Foreign currency and other non-cash expense (4) 1 (4) Other add backs 2 2 4 Adjusted EBITDA $145 $19 $164

RECONCILIATION OF NON-GAAP FINANCIAL MEASURES: THREE MONTHS ENDED JULY 31, 2021 32 $ millions Global Knowledge Skillsoft Skillsoft (2) Combined Revenues: Total revenues 25 48 58 45 176 Operating expenses Cost of revenues 12 11 28 6 58 Content and software development 7 10 18 Selling and marketing 5 13 22 41 General and administrative 11 5 17 33 Amortization of intangible assets 1 16 20 37 Recapitalization and transaction-related costs 5 10 15 Restructuring (1) (1) Total operating expenses 29 57 108 6 200 Operating loss: (4) (9) (50) 39 (24) Other income (expense), net (1) 1 16 16 Interest income Interest expense (2) (5) (10) (17) Reorganization items, net Loss before provision for (benefit from) income taxes (7) (13) (43) 39 (25) Provision for (benefit from) income taxes (2) (6) (7) Net loss (7) (12) (38) 39 (18) EBITDA Computation Interest expense, net 2 5 10 17 Provision for (benefit from) income taxes (2) (6) (7) Depreciation and amortization 2 17 22 40 Impairment of goodwill and intangible assets EBITDA (4) 9 (11) 39 33 Adjusted EBITDA Computation Plus: Non-recurring retention and consulting costs Plus: Recapitalization and transaction-related costs 7 5 10 22 Plus: Restructuring and contract terminations (1) (1) Plus: Integration and migration related 1 1 Plus: Foreign currency and other non-cash expense 1 () (17) (16) Plus: Impact of fresh-start and purchase accounting 5 32 (39) (1) Plus: Stock-based compensation expense 5 5 Plus: Other add backs (1) () Adjusted EBITDA 5 18 20 43 (1) Non-GAAP revenue adjustments include the add back of (i) non-cash deferred revenue fair value adjustments and (ii) reseller fees, which are presented on a net basis in GAAP revenue. (2) GAAP results of Skillsoft include Global Knowledge subsequent to June 11, 2021. Non-GAAP Revenue Adjustments (1) For the Period from 5/1/21 to 6/11/21 For the Period from 5/1/21 to 6/11/21 For the Period from 6/12/21 to

RECONCILIATION OF NON-GAAP FINANCIAL MEASURES: SIX MONTHS ENDED JULY 31, 2021 33 $ millions Global Knowledge Skillsoft Skillsoft (2) Combined Revenues: Total revenues 72 140 58 73 343 Operating expenses Cost of revenues 35 36 28 15 113 Content and software development 24 10 34 Selling and marketing 16 42 22 81 General and administrative 20 17 17 54 Amortization of intangible assets 3 51 20 74 Recapitalization and transaction-related costs 7 10 17 Restructuring 3 (1) 2 Total operating expenses 77 176 108 15 375 Operating loss: (5) (37) (50) 59 (32) Other income, net 1 16 17 Interest income Interest expense (12) (17) (10) (39) Reorganization items, net Loss before benefit from income taxes (16) (53) (43) 59 (54) Benefit from income taxes () (4) (6) (10) Net loss (16) (49) (38) 59 (44) EBITDA Computation Interest expense, net 12 17 10 39 Benefit from income taxes () (4) (6) (10) Depreciation and amortization 4 54 22 80 Impairment of goodwill and intangible assets EBITDA - 18 (11) 59 65 Adjusted EBITDA Computation Plus: Non-recurring retention and consulting costs 1 1 Plus: Recapitalization and transaction-related costs 9 7 10 26 Plus: Restructuring and contract terminations 3 (1) 2 Plus: Integration and migration related 1 1 2 Plus: Foreign currency and other non-cash expense (17) (16) Plus: Impact of fresh-start and purchase accounting 23 32 (59) (3) Plus: Stock-based compensation expense 5 5 Plus: Other add backs (1) () (1) Adjusted EBITDA 11 50 20 81 (1) Non-GAAP revenue adjustments include the add back of (i) non-cash deferred revenue fair value adjustments and (ii) reseller fees, which are presented on a net basis in GAAP revenue. (2) GAAP results of Skillsoft include Global Knowledge subsequent to June 11, 2021. For the Period from 2/1/21 to 6/11/21 For the Period from 2/1/21 to 6/11/21 For the Period from 6/12/21 to Non-GAAP Revenue Adjustments (1)

RECONCILIATION OF NON-GAAP FINANCIAL MEASURES: THREE MONTHS ENDED JULY 31, 2020 34 $ millions Combined Revenues: Total revenues 45 117 7 168 Operating expenses Cost of revenues 23 22 7 52 Content and software development 1 17 18 Selling and marketing 9 34 43 General and administrative 8 15 23 Amortization of intangible assets 2 13 15 Recapitalization and transaction-related costs 17 17 Restructuring 2 1 3 Total operating expenses 45 118 7 170 Operating loss: (1) (1) (2) Other income, net 1 1 2 Interest income Interest expense (8) (61) (69) Reorganization items, net (11) (11) Loss before provision for (benefit from) income taxes (8) (72) (80) Provision for (benefit from) income taxes (1) (1) Net loss (8) (71) (79) EBITDA Computation Interest expense, net 8 61 69 Provision for (benefit from) income taxes (1) (1) Depreciation and amortization 4 15 19 Impairment of goodwill and intangible assets EBITDA 3 4 8 Adjusted EBITDA Computation Plus: Non-recurring retention and consulting costs 1 4 4 Plus: Recapitalization and transaction-related costs 17 17 Plus: Restructuring and contract terminations 2 1 2 Plus: Integration and migration related 1 1 Plus: Foreign currency and other non-cash expense (1) () (1) Plus: Impact of fresh-start and purchase accounting 11 11 Plus: Stock-based compensation expense Plus: Other add backs Adjusted EBITDA 6 37 42 For the Three Months Ended July 31, 2020 Non-GAAP Revenue Adjustments (1) Global Knowledge Skillsoft (1) Non-GAAP revenue adjustments include the add back of (i) non-cash deferred revenue fair value adjustments and (ii) reseller fees, which are presented on a net basis in GAAP revenue.

RECONCILIATION OF NON-GAAP FINANCIAL MEASURES: SIX MONTHS ENDED JULY 31, 2020 35 $ millions Combined Revenues: Total revenues 99 235 14 348 Operating expenses Cost of revenues 54 46 14 114 Content and software development 2 34 35 Selling and marketing 20 67 87 General and administrative 16 32 48 Amortization of intangible assets 4 363 366 Recapitalization and transaction-related costs 32 32 Restructuring 4 1 5 Total operating expenses 100 574 14 688 Operating loss: (1) (339) (340) Other income (expense), net (1) 2 1 Interest income Interest expense (15) (167) (182) Reorganization items, net (11) (11) Loss before benefit from income taxes (16) (515) (531) Benefit from income taxes () (10) (10) Net loss (16) (505) (521) EBITDA Computation Interest expense, net 15 167 182 Benefit from income taxes () (10) (10) Depreciation and amortization 8 35 43 Impairment of goodwill and intangible assets 332 332 EBITDA 6 20 26 Adjusted EBITDA Computation Plus: Non-recurring retention and consulting costs 1 9 11 Plus: Recapitalization and transaction-related costs 1 32 33 Plus: Restructuring and contract terminations 3 1 4 Plus: Integration and migration related 1 1 Plus: Foreign currency and other non-cash expense 1 (1) Plus: Impact of fresh-start and purchase accounting 11 11 Plus: Stock-based compensation expense Plus: Other add backs () Adjusted EBITDA 12 74 85 (1) Non-GAAP revenue adjustments include the add back of (i) non-cash deferred revenue fair value adjustments and (ii) reseller fees, which are presented on a net basis in GAAP revenue. Non-GAAP Revenue Adjustments (1) Global Knowledge Skillsoft For the Six Months Ended July 31, 2020

A global consumer in ternet group and one of the largest te chnology investors i n the world. • Early investor in global tech leaders, including Tencent and Delivery Hero Building leading companies in high g rowth sectors. • EdTech • Food delivery • Online classifieds • Payments & fintech Listed on Euronext Am sterdam (AEX:PRX). • Europe’s largest consumer internet company • Included in the EuroStoxx-50 index TOP 10 GLOBAL CONSUMER INTERNET GROUP 1.5B+ USERS GLOBALLY $295B+ M ARKET CAPITALIZATION INVESTMENT PHILOSOPHY FOCUSED ACTIVE LONG-TERM FOCUS Thematic, sector- based investing based on deep industry insights More than funding. Strong, hands-on support based on technology expertise Partnering with entrepreneurs over the long term to build sustainable businesses (sometimes for decades) SUPPORTED BY PROSUS STRATEGIC INVESTMENT Source: Prosus Group, FactSet. Market data as of 9/8/21. COMPANY OVERVIEW LEAD ING ED TECH INVESTOR 36

JEFF TARR A PROVEN LEADER 37 $476 $1075 2005A 2010A $340 $900 2011A 2017A • Former CEO of DigitalGlobe and Hoover’s • Former President & COO of IHS CAGR 18% CAGR 18% Source: DigitalGlobe, Maxar Technologies and IHS filings, public information and FactSet. Meaningful Crew DigitalGlobe’s Business (Digital Globe’s revenue over tenure; $ in M) History of Creating Value for Shareholders (HIS’s revenue over tenure; $ in M) EXECUTION EXPERIENCE BOARD EXPERIENCE

WORLD-CLASS LEADERSHIP TEAM 38 Michelle Boockoff-Bajdek Chief Marketing Officer Gary Fererra Chief Financial Officer Sara Hilty Chief Legal Officer Mark Onisk Chief Content Officer Apratim Purakayastha Chief Technology Officer Eric Stine Chief Revenue Officer Rich Walker Chief Strategy andCorporate Development Officer / SumTotal President