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Filing tables
Filing exhibits
- S-4 Registration of securities issued in business combination transactions
- 3.1 Certificate of Incorporation of Ssi Investments II Limited
- 3.2 Memorandum and Articles of Association of Ssi Investments II Limited
- 3.3 Certificate of Formation of Ssi Co-issuer LLC
- 3.4 Limited Liability Company Agreement of Ssi Co-issuer LLC
- 3.5 Certificate of Incorporation of Ssi Investments III Limited
- 3.6 Memorandum and Articles of Association of Ssi Investments III Limited
- 3.7 Certificate of Incorparation of Skillsoft Limited
- 3.8 Memorandum and Articles of Association Skillsoft Limited
- 3.9 Certificate of Incorporation of Skillsoft Ireland Limited
- 3.10 Memorandum and Articles of Association of Skillsoft Ireland Limited
- 3.11 Certificate of Incorporation of CBT (Technology) Limited
- 3.12 Memorandum and Articles of Association of CBT (Technology) Limited
- 3.13 Certificate of Incorporation of Stargazer Productions
- 3.14 Memorandum and Articles of Association of Stargazer Productions
- 3.15 Amended and Restated Certificate of Incorporation of Skillsoft Corporation
- 3.16 Amended and Restated Bylaws of Skillsoft Corporation
- 3.17 Articles of Organization of BOOKS24X7.COM, Inc.
- 3.18 By-laws of BOOKS24X7.COM, Inc.
- 3.19 Certificate and Articles of Amalgamation of Skillsoft Canada, LTD.
- 3.20 By-law Number 1A of Skillsoft Canada, LTD.
- 3.21 Certificate of Incorporation of Skillsoft Finance Limited
- 3.22 Memorandum and Articles of Association of Skillsoft Finance Limited
- 3.23 Certificate of Incorporation of Skillsoft U.k. Limited
- 3.24 Memorandum and Articles of Association of Skillsoft U.k. Limited
- 4.1 Form of 11.125% Senior Note Due 2018
- 4.2 Indenture Dated As of May 26,2010
- 4.3 First Supplemental Indenture
- 4.4 Registration Rights Agreement
- 5.1 Opinion of Ropes & Gray LLP
- 5.2 Opinion of William Fry
- 5.3 Opinion of Cox & Palmer
- 5.4 Opinion of Maples and Calder
- 5.5 Opinion of Ropes & Gray International LLP
- 10.1 Amended and Restated Credit Agreement
- 10.2 Guarantee and Collateral Agreement
- 10.3 First Amendment to Guarantee and Collateral Agreement
- 10.4 Assumption Agreement
- 10.5 Novation and Assumption Agreement
- 10.6 Novation and Assumption Agreement
- 10.7 Assumption Agreement
- 10.8 Form of Indemnification Agreement
- 12.1 Statement of Computation of Ratio of Earnings to Fixed Charges
- 21.1 List of Subsidiaries
- 23.1 Consent of Ernst & Young LLP
- 25.1 Form T-1 Statement of Eligibility
- 99.1 Form of Letter of Transmittal
- 99.2 Form of Notice of Guaranteed Delivery
- 99.3 Form of Letter to Brokers
- 99.4 Form of Letter to Clients
- CORRESP Corresp
- CORRESP Corresp
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Exhibit 12.1
SSI Investments II and Subsidiaries
Computation of Ratio of Earnings to Fix Charges
(Unaudited, In thousands)
Successor | Predecessor | Successor | Predecessor | Successor | ||||||||||||||||||||||||||
Year Ended January 31, | February 1, to May 25, 2010 | May 26, (inception) to July 31, 2010 | Six months ended July 31, | |||||||||||||||||||||||||||
2006 | 2007 | 2008 | 2009 | 2010 | 2009 | 2010 | ||||||||||||||||||||||||
Net income (loss) from continuing operations | $ | 35,215 | $ | 24,153 | $ | 59,728 | $ | 48,877 | $ | 71,368 | $ | (10,508 | ) | $ | (58,421 | ) | $ | 47,455 | $ | (68,929 | ) | |||||||||
Add: Fixed Charges | 431 | 278 | 12,630 | 14,218 | 7,553 | 3,723 | 18,607 | 4,477 | 22,330 | |||||||||||||||||||||
Total earnings | 35,646 | 24,431 | 72,358 | 63,095 | 78,921 | (6,785 | ) | (39,814 | ) | 51,932 | (46,599 | ) | ||||||||||||||||||
Fixed Charges: | ||||||||||||||||||||||||||||||
Interest expense | 431 | 278 | 11,895 | 13,021 | 6,449 | 504 | 17,815 | 3,901 | 18,319 | |||||||||||||||||||||
Amortization of debt issuance costs | — | — | 735 | 1,197 | 1,104 | 3,219 | 765 | 576 | 3,984 | |||||||||||||||||||||
Discount amortization | — | — | — | — | — | — | 27 | — | 27 | |||||||||||||||||||||
Total fixed charges | 431 | 278 | 12,630 | 14,218 | 7,553 | 3,723 | 18,607 | 4,477 | 22,330 | |||||||||||||||||||||
Ratio of earnings to fixed charges(1) | 82.7 | 87.9 | 5.7 | 4.4 | 10.4 | — | — | 11.6 | — |
(1) | For the period from February 1 to May 25, 2010, the period from May 26 to July 31, 2010 and for the six months ended July 31, 2010, earnings were insufficient to cover fixed charges by approximately $10.5 million, $58.4 million, and $68.9 million, respectively. |