Skillsoft (SKIL) 10-K 15 Apr 22 2022 FY Annual report Financial data

Document and Entity Information

Document and Entity Information - USD ($) $ in Millions	12 Months Ended
	Jan. 31, 2022	Apr. 11, 2022	Jul. 31, 2021
Document Information [Line Items]
Document Type	10-K
Document Annual Report	true
Document Period End Date	Jan. 31, 2022
Document Transition Report	false
Entity File Number	001-38960
Entity Registrant Name	Skillsoft Corp.
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	83-4388331
Entity Address, Address Line One	300 Innovative Way, Suite 201
Entity Address, City or Town	Nashua
Entity Address, State or Province	NH
Entity Address, Postal Zip Code	03062
City Area Code	603
Local Phone Number	324-3000
Entity Well-known Seasoned Issuer	No
Entity Voluntary Filers	No
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	true
Entity Ex Transition Period	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		162,911,755
Entity Public Float			$ 430
Entity Central Index Key	0001774675
Current Fiscal Year End Date	--01-31
Document Fiscal Year Focus	2022
Document Fiscal Period Focus	FY
Amendment Flag	false
Auditor Name	Ernst & Young LLP
Auditor Firm ID	42
Auditor Location	Boston, Massachusetts
Class A Common Stock
Document Information [Line Items]
Title of 12(b) Security	Class A common stock, par value $0.0001 per share
Trading Symbol	SKIL
Security Exchange Name	NYSE
Warrants
Document Information [Line Items]
Title of 12(b) Security	Warrants, each whole warrant exercisable for one share of Class A common stock
Trading Symbol	SKIL.WS
Security Exchange Name	NYSE

CONSOLIDATED BALANCE SHEETS

CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands	5 Months Ended	8 Months Ended	12 Months Ended
	Jan. 31, 2021	Jan. 31, 2022	Jan. 31, 2022	Jan. 31, 2021
Current assets:
Cash and cash equivalents	$ 71,479	$ 154,672	$ 154,672	$ 71,479
Restricted cash	2,964	14,251	14,251	2,964
Accounts receivable, less reserves of approximately $600 and $294 as of January 31, 2022 and January 31, 2021, respectively	179,784	212,463	212,463	179,784
Prepaid expenses and other current assets	30,326	45,837	45,837	30,326
Total current assets	284,553	427,223	427,223	284,553
Property and equipment, net	13,780	18,084	18,084	13,780
Goodwill	495,004	871,504	871,504	495,004
Intangible assets, net	728,633	869,487	869,487	728,633
Right of use assets	15,131	19,925	19,925	15,131
Other assets	8,636	15,725	15,725	8,636
Total assets	1,545,737	2,221,948	2,221,948	1,545,737
Current liabilities:
Current maturities of long-term debt	5,200	4,800	4,800	5,200
Borrowings under accounts receivable facility	17,022	74,629	74,629	17,022
Accounts payable	7,425	25,661	25,661	7,425
Accrued compensation	36,375	51,115	51,115	36,375
Accrued expenses and other current liabilities	23,125	51,017	51,017	23,125
Lease liabilities	4,740	6,895	6,895	4,740
Deferred revenue	257,549	331,605	331,605	257,549
Total current liabilities	351,436	545,722	545,722	351,436
Long-term debt	510,236	462,185	462,185	510,236
Warrant liabilities	900	28,199	28,199	900
Deferred tax liabilities	81,008	99,911	99,911	81,008
Long term lease liabilities	13,155	13,355	13,355	13,155
Deferred revenue - non-current	3,035	1,248	1,248	3,035
Other long-term liabilities	5,998	11,430	11,430	5,998
Total long-term liabilities	614,332	616,328	616,328	614,332
Commitments and contingencies
Shareholders' equity :
Common stock	40	11	11	40
Additional paid-in capital	674,333	1,306,146	1,306,146	674,333
Accumulated deficit	(93,722)	(247,229)	(247,229)	(93,722)
Accumulated other comprehensive income (loss)	(682)	970	970	(682)
Total shareholders' equity	579,969	1,059,898	1,059,898	579,969
Total liabilities and shareholders' equity	$ 1,545,737	$ 2,221,948	$ 2,221,948	$ 1,545,737
Financial Designation, Predecessor and Successor [Fixed List]	Predecessor	Successor	Successor	Predecessor

CONSOLIDATED BALANCE SHEETS (Pa

CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands	5 Months Ended	8 Months Ended	12 Months Ended
	Jan. 31, 2021	Jan. 31, 2022	Jan. 31, 2022	Jan. 31, 2021
Reserve for accounts receivable	$ 294	$ 600	$ 600	$ 294
Common stock par value	$ 0.01	$ 0.0001	$ 0.0001	$ 0.01
Common stock, shares, authorized	1,000,000,000			1,000,000,000
Common stock, shares, issued	4,000,000			4,000,000
Common stock shares outstanding	4,000,000			4,000,000
Financial Designation, Predecessor and Successor [Fixed List]	Predecessor	Successor	Successor	Predecessor
Class A Common Stock
Common stock par value		$ 0.0001	$ 0.0001
Common stock, shares, authorized	800,000,000	375,000,000	375,000,000	800,000,000
Common stock, shares, issued	3,840,000	133,258,027	133,258,027	3,840,000
Common stock shares outstanding	3,840,000	133,258,027	133,258,027	3,840,000
Class B Common Stock
Common stock, shares, authorized	200,000,000			200,000,000
Common stock, shares, issued	160,000			160,000
Common stock shares outstanding	160,000			160,000

CONSOLIDATED STATEMENTS OF OPER

CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($)	Oct. 12, 2020	Apr. 30, 2020	Jul. 31, 2021	Jan. 31, 2022	Oct. 31, 2021	Apr. 30, 2020	Jun. 11, 2021	Jan. 31, 2021	Aug. 27, 2020	Jan. 31, 2022	Jan. 31, 2022	Jan. 31, 2021	Jan. 31, 2020
Revenues:
Total revenues			$ 91,012,000	$ 166,183,000	$ 170,559,000		$ 139,636,000	$ 108,768,000	$ 273,851,000	$ 427,754,000			$ 514,021,000
Operating expenses:
Costs of revenues			28,006,000	49,517,000	48,891,000		35,881,000	40,898,000	52,160,000	126,414,000			96,044,000
Content and software development			9,878,000	20,367,000	16,437,000		24,084,000	30,028,000	38,986,000	46,682,000			67,951,000
Selling and marketing			22,234,000	43,938,000	39,938,000		41,940,000	55,285,000	75,028,000	106,110,000			140,785,000
General and administrative			17,073,000	26,811,000	28,120,000		17,217,000	21,636,000	37,455,000	72,004,000			57,356,000
Amortization of intangible assets			20,023,000	38,835,000	37,064,000		50,902,000	39,824,000	34,378,000	95,922,000			96,359,000
Impairment of intangible assets		$ 332,400,000							332,376,000				440,598,000
Recapitalization and acquisition-related costs			9,995,000	6,512,000	3,687,000		6,938,000	15,928,000	32,099,000	20,194,000			16,244,000
Restructuring			316,000	2,603,000	777,000		(703,000)	4,341,000	1,179,000	3,696,000			1,900,000
Total operating expenses			107,525,000	188,583,000	174,914,000		176,259,000	207,940,000	603,661,000	471,022,000			917,237,000
Operating (loss) income			(16,513,000)	(22,400,000)	(4,355,000)		(36,623,000)	(99,172,000)	(329,810,000)	(43,268,000)			(403,216,000)
Other (expense) income, net			(697,000)	(542,000)	(611,000)		(493,000)	552,000	1,268,000	(1,850,000)			(5,120,000)
Fair value adjustment of warrants	$ 7,400,000		17,115,000	37,164,000	(36,838,000)		900,000	2,900,000		17,441,000
Interest income			12,000	64,000	18,000		64,000	24,000	105,000	94,000			306,000
Interest expense			(9,856,000)	(7,000,000)	(7,510,000)		(16,820,000)	(19,960,000)	(168,341,000)	(24,366,000)			(429,963,000)
Reorganization items, net									3,329,245,000		$ 3,300,000,000
(Loss) income before (benefit from) provision for income taxes			(9,939,000)	7,286,000	(49,296,000)		(52,972,000)	(115,656,000)	2,832,467,000	(51,949,000)			(837,993,000)
(Benefit from) provision for income taxes			1,915,000	(617,000)	(6,441,000)		(3,708,000)	(21,934,000)	68,455,000	(5,143,000)			11,212,000
Net (loss) income			(11,854,000)	7,903,000	(42,855,000)		(49,264,000)	(93,722,000)	2,764,012,000	(46,806,000)			(849,205,000)
Net loss per share class
Net (loss) income			$ (11,854,000)	$ 7,903,000	$ (42,855,000)		$ (49,264,000)	$ (93,722,000)	$ 2,764,012,000	$ (46,806,000)			$ (849,205,000)
Ordinary - Basic			$ (0.09)	$ 0.06	$ (0.32)				$ 27,612.51	$ (0.35)			$ (8,483.57)
Ordinary - Diluted			$ (0.09)	$ 0.06	$ (0.32)				$ 27,612.51	$ (0.35)			$ (8,483.57)
Weighted average common share outstanding:
Ordinary - Basic			133,059	133,216	133,116				100,100	133,143,000			100,100
Ordinary - Diluted			133,059	133,216	133,116				100,100	133,143,000			100,100
Financial Designation, Predecessor and Successor [Fixed List]						Predecessor	Predecessor	Predecessor	Predecessor	Successor	Successor	Predecessor	Predecessor
Class A Common Stock
Operating expenses:
Net (loss) income							$ (47,293,000)	$ (89,973,000)
Net loss per share class
Net (loss) income							(47,293,000)	(89,973,000)
Gain (loss) on modifications of terms of participation rights held by other shareholders and warrants								(5,900,000)
Net loss attributable to Class							$ (47,293,000)	$ (95,873,000)
Ordinary - Basic							$ (12.32)	$ (24.97)
Ordinary - Diluted							$ (12.32)	$ (24.97)
Weighted average common share outstanding:
Ordinary - Basic							3,840,000	3,840,000
Ordinary - Diluted							3,840,000	3,840,000
Class B Common Stock
Operating expenses:
Net (loss) income							$ (1,971,000)	$ (3,749,000)
Net loss per share class
Net (loss) income							(1,971,000)	(3,749,000)
Gain (loss) on modifications of terms of participation rights held by other shareholders and warrants								5,900,000
Net loss attributable to Class							$ (1,971,000)	$ 2,151,000
Ordinary - Basic							$ (12.32)	$ 13.44
Ordinary - Diluted							$ (12.32)	$ 13.44
Weighted average common share outstanding:
Ordinary - Basic							160,000	160,000
Ordinary - Diluted							160,000	160,000

CONSOLIDATED STATEMENTS OF COMP

CONSOLIDATED STATEMENTS OF COMPREHENSIVE (LOSS) INCOME - USD ($) $ in Thousands	2 Months Ended	3 Months Ended			4 Months Ended	5 Months Ended	7 Months Ended	8 Months Ended	12 Months Ended
	Jul. 31, 2021	Jan. 31, 2022	Oct. 31, 2021	Apr. 30, 2020	Jun. 11, 2021	Jan. 31, 2021	Aug. 27, 2020	Jan. 31, 2022	Jan. 31, 2022	Jan. 31, 2021	Jan. 31, 2020
Comprehensive loss:
Net (loss) income	$ (11,854)	$ 7,903	$ (42,855)		$ (49,264)	$ (93,722)	$ 2,764,012	$ (46,806)			$ (849,205)
Other comprehensive income (loss) - Foreign currency adjustment, net of tax					(430)	(682)	(2,268)	970			784
Comprehensive (loss) income					$ (49,694)	$ (94,404)	$ 2,761,744	$ (45,836)			$ (848,421)
Financial Designation, Predecessor and Successor [Fixed List]				Predecessor	Predecessor	Predecessor	Predecessor	Successor	Successor	Predecessor	Predecessor

CONSOLIDATED STATEMENTS OF SHAR

CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY (DEFICIT) - USD ($) $ in Thousands	Ordinary SharesSkillsoft	Ordinary Shares	Additional Paid-In CapitalSkillsoft	Additional Paid-In CapitalGK	Additional Paid-In CapitalPublic Warrants	Additional Paid-In CapitalPrivate Placement Warrants - CEO	Additional Paid-In Capital	Loans made to Related parties	Accumulated (Deficit) Equity	Accumulated Other Comprehensive (Loss) Income	Skillsoft	GK	Public Warrants	Private Placement Warrants - CEO	Total
Balance at Jan. 31, 2019		$ 138						$ (5,367)	$ (1,910,846)	$ (1,250)					$ (1,917,325)
Balance (in shares) at Jan. 31, 2019		100,100
Reserve made on loans to related parties								$ 5,367							5,367
Share-based compensation							$ 83								83
Cumulative effect of accounting changes									(1,448)						(1,448)
Translation adjustment										784					784
Net (loss) income									(849,205)						(849,205)
Balance at Jan. 31, 2020		$ 138					83		(2,761,499)	(466)					$ (2,761,744)
Balance (in shares) at Jan. 31, 2020		100,100
Financial Designation, Predecessor and Successor [Fixed List]															Predecessor
Translation adjustment										(2,268)					$ (2,268)
Net (loss) income									2,764,012						2,764,012
Cancellation of Predecessor equity		$ (138)					(83)		221
Cancellation of Predecessor equity (in shares)		(100,100)
Elimination of predecessor accumulated Other Comprehensive Loss									(2,734)	2,734
Issuance of Successor shares		$ 40					666,933								666,973
Issuance of Successor shares (in shares)		4,000,000
Balance at Aug. 27, 2020		$ 40					666,933								$ 666,973
Balance (in shares) at Aug. 27, 2020		4,000,000
Financial Designation, Predecessor and Successor [Fixed List]															Predecessor
Balance at Jan. 31, 2020		$ 138					83		(2,761,499)	(466)					$ (2,761,744)
Balance (in shares) at Jan. 31, 2020		100,100
Balance at Jan. 31, 2021		$ 40					674,333		(93,722)	(682)					$ 579,969
Balance (in shares) at Jan. 31, 2021		4,000,000
Financial Designation, Predecessor and Successor [Fixed List]															Predecessor
Balance at Aug. 27, 2020		$ 40					666,933								$ 666,973
Balance (in shares) at Aug. 27, 2020		4,000,000
Impact of Warrant modification							7,400								7,400
Translation adjustment										(682)					(682)
Net (loss) income									(93,722)						(93,722)
Balance at Jan. 31, 2021		$ 40					674,333		(93,722)	(682)					$ 579,969
Balance (in shares) at Jan. 31, 2021		4,000,000
Financial Designation, Predecessor and Successor [Fixed List]															Predecessor
Translation adjustment										(430)					$ (430)
Net (loss) income									(49,264)						(49,264)
Balance at Jun. 11, 2021		$ 40					674,333		(142,986)	(1,112)					$ 530,275
Balance (in shares) at Jun. 11, 2021		4,000,000
Financial Designation, Predecessor and Successor [Fixed List]															Predecessor
Balance at Jan. 31, 2021		$ 40					674,333		(93,722)	(682)					$ 579,969
Balance (in shares) at Jan. 31, 2021		4,000,000
Balance at Jan. 31, 2022		$ 11					1,306,146		(247,229)	970					$ 1,059,898
Balance (in shares) at Jan. 31, 2022		133,258,027
Financial Designation, Predecessor and Successor [Fixed List]															Successor
Balance at Jun. 11, 2021		$ 40					674,333		(142,986)	(1,112)					$ 530,275
Balance (in shares) at Jun. 11, 2021		4,000,000
Reorganization adjustments		$ (37)					(368,886)		(57,437)						(425,248)
Reorganization adjustments (in shares)		47,559,021
Issuance of shares, PIPE Investment		$ 5					608,161								608,166
Issuance of shares, PIPE Investment (in shares)		53,000,000
Issuance of shares	$ 3		$ 306,372	$ 14,000							$ 306,375	$ 14,000
Issuance of shares (in shares)	28,500,000	333,334
Reclassify Warrants to equity					$ 56,120	$ 2,800							$ 56,120	$ 2,800
Cash payout for fractional shares							(1)								(1)
Share-based compensation							14,664								14,664
Shares repurchased for tax withholding upon vesting of restricted stock-based awarded							(1,417)								(1,417)
Shares repurchased for tax withholding upon vesting of restricted stock-based awarded (in shares)		(134,328)
Translation adjustment										970					970
Net (loss) income									(46,806)						(46,806)
Balance at Jan. 31, 2022		$ 11					$ 1,306,146		$ (247,229)	$ 970					$ 1,059,898
Balance (in shares) at Jan. 31, 2022		133,258,027
Financial Designation, Predecessor and Successor [Fixed List]															Successor

CONSOLIDATED STATEMENTS OF CASH

CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands	2 Months Ended	3 Months Ended		4 Months Ended	5 Months Ended	7 Months Ended	8 Months Ended	12 Months Ended
	Jul. 31, 2021	Jan. 31, 2022	Apr. 30, 2020	Jun. 11, 2021	Jan. 31, 2021	Aug. 27, 2020	Jan. 31, 2022	Jan. 31, 2022	Jan. 31, 2021	Jan. 31, 2020	Jun. 12, 2021
Cash flows from operating activities:
Net (loss) income				$ (49,264)	$ (93,722)	$ 2,764,012	$ (46,806)			$ (849,205)
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:
Share-based compensation							14,664			83
Depreciation and amortization				3,572	3,604	5,864	6,556			9,716
Amortization of intangible assets	$ 20,023	$ 38,835		50,902	39,824	34,378	95,922			96,359
Change in bad debt reserve				(174)	294	24	274			(42)
(Benefit from) provision for income taxes - non-cash				(5,886)	(23,140)	66,234	(12,782)			5,759
Non-cash interest expense				487	671	2,407	817			5,687
Impairment of intangible assets						332,376				440,598
Fair value adjustment to warrants	(17,115)	(37,164)		(900)	(2,900)		(17,441)
Right-of-use asset				748	2,690	1,594	3,807
Impairment of note receivable from related parties										5,367
Unrealized loss on derivative instruments										4,062
Non-cash reorganization items, net						(3,353,326)
Changes in current assets and liabilities, net of effects from acquisitions:
Accounts receivable				88,622	(103,385)	116,478	(86,583)			23,678
Prepaid expenses and other current assets				1,828	(6,394)	66	(19,732)			(2,547)
Accounts payable				(4,866)	(31)	(7,909)	1,983			(6,581)
Accrued expenses, including long-term				(18,592)	21,327	145,816	31,081			250,798
Lease liability				(1,301)	(3,272)	(2,332)	(5,023)
Deferred revenue				(31,365)	172,614	(101,765)	61,487			(21,145)
Net cash (used in) provided by operating activities				33,811	8,180	3,917	28,224			(37,413)
Cash flows from investing activities:
Purchase of property and equipment				(641)	(2,326)	(3,105)	(6,286)			(10,353)
Internally developed software - capitalized costs				(2,350)	(2,126)	(3,819)	(3,712)			(7,047)
Acquisition of Global Knowledge, net of cash received							(156,926)
Acquisition of Skillsoft, net of cash received							(386,035)
Acquisition of Pluma, net of cash received							(18,646)
Net cash used in investing activities				(2,991)	(4,452)	(6,924)	(571,605)			(17,400)
Cash flows from financing activities:
Borrowings under revolving line of credit, net of repayments						19,500				55,400
Borrowings under DIP Facility						60,000
Proceeds from Exit Facility borrowing						50,000
Debt issuance costs associated with DIP and Exit Facilities						(19,524)
Shares repurchased for tax withholding upon vesting of restricted stock-based awarded							(1,417)
Proceeds from equity investment (PIPE)							530,000
Proceeds from issuance of term loans, net of fees							464,290
Principal payments on capital lease obligation				(370)	(414)	(532)	(994)			(756)
Proceeds from accounts receivable facility, net of borrowings					(32,049)	(35,787)
Proceeds from accounts receivable facility, net of borrowings				16,577			40,352			9,798
Principal payments on Term loans							(1,200)
Repayments of First and Second Out loans				(1,300)			(605,591)			(6,641)
Net cash provided by (used in) financing activities				14,907	(32,463)	73,657	425,440			57,801
Effect of exchange rate changes on cash and cash equivalents				203	863	(2,139)	(1,619)			348
Net (decrease) increase in cash, cash equivalents and restricted cash				45,930	(27,872)	68,511	(119,560)			3,336
Cash, cash equivalents and restricted cash, beginning of period	$ 120,373		$ 33,804	74,443	102,315	33,804	120,373	$ 74,443	$ 33,804	30,468
Cash, cash equivalents and restricted cash, end of period		168,923		120,373	74,443	102,315	168,923	168,923	74,443	33,804
Supplemental disclosure of cash flow information:
Cash and cash equivalents		154,672		117,299	71,479	92,009	154,672	154,672	71,479	18,799
Restricted cash		14,251		3,074	2,964	10,306	14,251	14,251	2,964	15,005
Cash, cash equivalents and restricted cash, end of period		$ 168,923		120,373	74,443	102,315	168,923	$ 168,923	$ 74,443	33,804	$ 288,483
Supplemental disclosure of cash flow information and non-cash investing and financing activities:
Cash paid for interest				16,439	18,908		12,967			175,748
Cash paid for income taxes, net of refunds				1,161	2,336	913	1,568			(2,069)
Unpaid capital expenditures				$ 39	166	1,039	153			$ 170
Note issued to parent entity for paid in kind interest						160,000
Lease liabilities arising from right-of-use assets and tenant improvements recognized upon adoption of new accounting standard						$ 19,415
Share issued in connection with business combinations							306,375
PIPE subscription liability and warrants reclassified to equity							134,286
Debt issued in connection with business combinations							90,000
Modification of warrants and Class B common stock					$ 7,400
Warrants issued in connection with business combinations							$ 14,000
Financial Designation, Predecessor and Successor [Fixed List]			Predecessor	Predecessor	Predecessor	Predecessor	Successor	Successor	Predecessor	Predecessor

Organization and Description of

Organization and Description of Business	12 Months Ended
	Jan. 31, 2022
Organization and Description of Business
Organization and Description of Business	(1) Organization and Description of Business The Company Skillsoft Corp. (“Successor”) On October 12, 2020, Software Luxembourg Holding S.A. (“Software Luxembourg” or “Predecessor (SLH)”) and Churchill Capital Corp II, a Delaware corporation (“Churchill”), entered into an Agreement and Plan of Merger (the “Skillsoft Merger Agreement”) by and between Churchill and Software Luxembourg. Pursuant to the terms of the Skillsoft Merger Agreement, a business combination between Churchill and Software Luxembourg was effected through the merger of Software Luxembourg with and into Churchill (the “Skillsoft Merger”), with Churchill being the surviving company. At the effective time of the Skillsoft Merger (the “Effective Time”), (a) each Class A share of Software Luxembourg, with nominal value of $0.01 per share (“Skillsoft Class A Shares”), outstanding immediately prior to the Effective Time, was automatically canceled and Churchill issued as consideration therefor (i) such number of shares of Churchill’s Class A common stock, par value $0.0001 per share (the “Churchill Class A common stock”) as would be transferred pursuant to the Class A First Lien Exchange Ratio (as defined in the Skillsoft Merger Agreement), and (ii) Churchill’s Class C common stock, par value $0.0001 per share (the “Churchill Class C common stock”), as would be transferred pursuant to the Class C Exchange Ratio (as defined in the Skillsoft Merger Agreement), and (b) each Class B share of Software Luxembourg, with nominal value of $0.01 per share (“Skillsoft Class B Shares”), was automatically canceled and Churchill issued as consideration therefor such number of shares of Churchill Class A common stock equal to the Per Class B Share Merger Consideration (as defined in the Skillsoft Merger Agreement). Immediately following the Effective Time, Churchill redeemed all of the shares of Class C common stock issued to the holders of Skillsoft Class A Shares for an aggregate redemption price of (i) $505,000,000 in cash and (ii) indebtedness under the Existing Second Out Credit Agreement (as defined in the Skillsoft Merger Agreement), as amended by the Existing Second Out Credit Agreement Amendment (as defined in the Skillsoft Merger Agreement), in the aggregate principal amount equal to the sum of $20,000,000 to be issued by the Surviving Corporation (as defined in the Skillsoft Merger Agreement) or one of its subsidiaries, in each case, pro rata among the holders of Churchill Class C common stock issued in connection with the Skillsoft Merger. As part of the closing of the Skillsoft Merger, the Company consummated the PIPE investments and issued 53,000,000 shares of its Class A common stock and warrants to purchase 16,666,667 shares of its Class A common Stock for aggregate gross proceeds of $530 million. In connection with the consummation of these investments, the Company reclassified amounts recorded for stock subscriptions and warrants which previously had been accounted for as liabilities of $78.2 million as additional paid in capital. On June 11, 2021 (“acquisition date”), Churchill completed its acquisition of Software Luxembourg, and changed its corporate name from Churchill to Skillsoft Corp. (the “Company”). In addition, the Company changed its fiscal year end from December 31 to January 31. On June 11, 2021, the Company completed the acquisition of Albert DE Holdings Inc. (“Global Knowledge” and such acquisition, the “Global Knowledge Merger”), a worldwide leader in IT and professional skills development. Software Luxembourg Holding (“Predecessor (SLH)”) and Pointwell Limited (“Predecessor (PL)”) Software Luxembourg, a public limited liability company incorporated and organized under the laws of the Grand Duchy of Luxembourg, was established on August 27, 2020 for the purpose of acquiring the ownership interest in Pointwell Limited (“Pointwell”), an Irish private limited company, through a plan of reorganization under Chapter 11 subsequent to August 27, 2020. Pointwell is a wholly owned subsidiary of Software Luxembourg, held indirectly through two holding companies, Software Luxembourg Intermediate S.à r.l. and Software Luxembourg Acquisition S.à r.l, both private limited liability companies incorporated and organized under the laws of the Grandy Duchy of Luxembourg. Prior to August 28, 2020, Pointwell had been a direct wholly owned subsidiary of Evergreen Skills Lux S.à r.l., with an ultimate parent company of Evergreen Skills Top Holding Lux, both private limited liability companies incorporated and organized under the laws of the Grand Duchy of Luxembourg. Successor and Predecessor Periods The Skillsoft Merger was considered a business combination under ASC 805, Business Combinations In the accompanying footnotes references to “the Company” relate to Successor, Predecessor (SLH) and Predecessor (PL) for the same periods. Description of Business The Company provides, through its Skillsoft, Global Knowledge (“GK”), and SumTotal brands, 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, featuring one of the broadest and deepest libraries of leadership & business, 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, the Company’s award-winning, AI-driven, immersive learning platform purpose built to make learning easier, more accessible, and more effective. References in the accompanying footnotes to the Company’s fiscal year refer to the fiscal year ended January 31 of that year (e.g., fiscal 2022 is the fiscal year ended January 31, 2022 Basis of Financial Statement Preparation The accompanying consolidated financial statements include the accounts of Skillsoft (Successor), Software Luxembourg (Predecessor (SLH)) and Pointwell (Predecessor (PL)) and their wholly owned subsidiaries. We prepared the accompanying consolidated financial statements in accordance with the instructions for Form 10-K and Article 10 of Regulation S-X and, therefore, include all information and footnotes necessary for a complete presentation of operations, comprehensive income (loss), financial position, changes in stockholders’ equity (deficit) and cash flows in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”). The Company is an “emerging growth company,” as defined in Section 2(a) of the Securities Act, as modified by the Jumpstart Our Business Startups Act of 2012 (the “JOBS” Act”), and it may take advantage of certain exemptions from various reporting requirements that are applicable to other public companies that are not emerging growth companies including, but not limited to, not being required to comply with the independent registered public accounting firm attestation requirements of Section 404 of the Sarbanes-Oxley Act, reduced disclosure obligations regarding executive compensation in its periodic reports and proxy statements, and exemptions from the requirements of holding a nonbinding advisory vote on executive compensation and stockholder approval of any golden parachute payments not previously approved. Principles of Consolidation The accompanying consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries. All material intercompany transactions and balances have been eliminated in consolidation. Use of Estimates The preparation of consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the dates of the consolidated financial statements and the reported amounts of revenues and expenses during the reported periods. Actual results could differ from our estimates.

Summary of Significant Accounti

Summary of Significant Accounting Policies	12 Months Ended
	Jan. 31, 2022
Summary of Significant Accounting Policies
Summary of Significant Accounting Policies	(2) Summary of Significant Accounting Policies Revenue Recognition The Company enters into contracts with customers that provide cloud-based learning solutions and talent management solutions for customers worldwide. These solutions are typically sold on a subscription basis for a fixed term. The Company accounts for a contract when (i) it has approval and commitment from both parties, (ii) the rights of the parties have been identified, (iii) payment terms have been identified, (iv) the contract has commercial substance and (v) collectability of substantially all of the consideration to which the Company will be entitled in exchange for the transfer of goods or services is probable. The Company’s Software as a Service (SaaS) subscription arrangements for learning and talent management solutions generally do not provide customers with the right to take possession of the software supporting the platform or, in the case of learning solutions, to download course content without continuing to incur fees for hosting services and, as a result, are accounted for as service arrangements. Access to the platform and course content represents a series of distinct services as the Company continually provides access to, and fulfill its obligation to, the end customer over the subscription term. The series of distinct services represents a single performance obligation that is satisfied over time. Accordingly, the fixed consideration related to subscription revenue is generally recognized on a straight-line basis over the contract term, beginning on the date that the service is made available to the customer. The Company’s subscription contracts typically vary from one year to three years. The Company’s arrangements are generally non-cancellable and non-refundable. Revenue from Global Knowledge in person and virtual training services is recognized in the period in which the services are rendered. For fixed-price contracts, revenue is recognized based on the actual service provided to the end of the reporting period as a proportion of the total services to be provided (proportional performance method). The Company also sells professional services related to its talent management solutions which are typically considered distinct performance obligations and are recognized over time as services are performed. The Company also occasionally sells its talent management solutions by providing perpetual and term-based licenses for on-premise versions of the software. Such arrangements are treated as transfers of intellectual property and the amount of consideration attributable to the delivered licenses are recognized at the point of delivery and the remaining amounts allocated for post contract support are recognized over time. While the majority of the Company’s revenue relates to SaaS subscription services where the entire arrangement fee is recognized on a ratable basis over the contractual term, the Company sometimes enter into contractual arrangements that have multiple distinct performance obligations, one or more of which have different periods over which the services or products are delivered. These arrangements may include a combination of subscriptions, products, support and professional services. The Company allocates the transaction price of the arrangement based on the relative estimated standalone selling price, or SSP, of each distinct performance obligation. The Company’s process for determining SSP for each performance obligation, where necessary, involves significant management judgment. In determining SSP, the Company maximizes observable inputs and considers a number of data points, including: ● the pricing of standalone sales; ● the pricing established by management when setting prices for deliverables that are intended to be sold on a standalone basis; ● contractually stated prices for deliverables that are intended to be sold on a standalone basis; and ● other pricing factors, such as the geographical region in which the products are sold and expected discounts based on the customer size and type. ​ Determining SSP for performance obligations which the Company rarely or never sell separately also requires significant judgment. In estimating the SSP, the Company considers the likely price that would have resulted from established pricing practices had the deliverable been offered separately and the prices a customer would likely be willing to pay. The Company also sells its cloud-based learning solutions through resellers, where payments are typically based on the solutions sold through to end users. Reseller arrangements of this nature sometimes require the Company to estimate end user activity for a brief period of the contract term, however, amounts estimated and actual amounts subsequently billed have not been material to date. The Company only includes estimated amounts in the transaction price to the extent it is probable that a significant reversal of cumulative revenue recognized will not occur when the uncertainty associated with the variable consideration is resolved. The Company reduces transaction prices for estimated returns and other allowances that represent variable consideration under ASC 606, which the Company estimates based on historical return experience and other relevant factors and records a corresponding refund liability as a component of accrued expenses and other current liabilities. Based on the nature of the Company’s business and product offerings, contingent revenue and other variable consideration are infrequent. While not a common practice for us, in the event the Company grants the customer the option to acquire additional products or services in an arrangement, the Company considers if the option provides a material right to the customer that it would not receive without entering into the contract (e.g., an incremental discount compared to the range of discounts typically given for similar products or services). If a material right is deemed to exist, the Company accounts for the option as a distinct performance obligation and recognizes revenue when those future products or services are transferred or when the option expires. Reimbursements received from customers for out-of-pocket expenses are recorded as revenues, with related costs recorded as cost of revenues. The Company presents revenues net of any taxes collected from customers and remitted to government authorities. The Company applies the practical expedient for contracts with significant financing components that are under one year. For each of the Predecessor periods, the Company applied the practical expedient allowing for recognizing expense as incurred sales commissions and other contract acquisition costs, where the amortization period would be one year or less. The Company does not apply the practical expedient for the Successor period. For deferred contract costs with an expected amortization period of over one year, the Company recognizes such payments over (i) the expected customer relationship period in the case of new customers, which is typically 3 to 5 years for initial commissions, and (ii) the contractual term for existing customers for commissions paid on renewals. As the Company’s contractual agreements predominately call for advanced billing, contract assets are rarely generated. For transaction prices billed as of each balance sheet date which are allocated to remaining performance obligations, the Company applies practical expedients and does not disclose quantitative or qualitative information for remaining performance obligations (i) that have original expected durations of one year or less and (ii) where the Company recognizes revenue equal to what it has the right to invoice and that amount corresponds directly with the value to the customer of its performance to date. All remaining performance obligations as of January 31, 2022 qualified for the practical expedient. Deferred Revenue The Company records as deferred revenue amounts that have been billed in advance for products or services to be provided. Deferred revenue includes the unrecognized portion of revenue associated with license fees for which the Company has received payment or for which amounts have been billed and are due for payment. Deferred Contract Acquistion Costs The Company defers sales commissions, and associated fringe costs, such as payroll taxes, paid to direct sales personnel and other incremental costs of obtaining contracts with customers, provided the Company expects to recover those costs. The Company determines whether costs should be deferred based on its sales compensation plans, if the commissions are in fact incremental and would not have occurred absent the customer contract. Sales commissions for renewal of a subscription contract are not considered commensurate with the commissions paid for the acquisition of the initial subscription contract given the substantive difference in commission rates between new and renewal contracts. Commissions paid upon the initial acquisition of a contract are amortized over an estimated period of benefit, which assumes a level of renewals and typically exceeds the original contract term, while commissions paid related to renewal contracts are amortized over the contractual term of the renewal. Amortization is recognized on a straight-line basis upon commencement of the transfer of control of the services, commensurate with the pattern of revenue recognition. The period of benefit for commissions paid for the acquisition of initial subscription contracts is determined by taking into consideration the initial estimated customer life and the technological life of the Company’s platform and related significant features. The Company determines the period of benefit for renewal subscription contracts by considering the average contractual term for renewal contracts. Amortization of deferred contract acquisition costs is included within sales and marketing expense in the consolidated statements of operations. For each of the Predecessor periods, the Company applied the practical expedient allowing for recognizing expense as incurred sales commissions and other contract acquisition costs, where the amortization period would be one year or less. The Company does not apply the practical expedient for the Successor period. Foreign Currency Translation The reporting currency for the Company is the U.S. dollar (“USD”) and the functional currency of the Company’s subsidiaries in the United Kingdom, Canada, Germany, Australia, the Netherlands, France, New Zealand, Singapore, Hong Kong, Japan, Switzerland and India are the currencies of those countries. The functional currency of the Company’s subsidiaries in Ireland is the USD. Assets and liabilities are translated to the USD from the local functional currency at current exchange rates, and income and expense items are translated to the USD using the average rates of exchange prevailing during the year. Gains and losses arising from translation are recorded in other comprehensive income (loss) as a separate component of shareholders’ equity (deficit). Foreign currency gains or losses on transactions denominated in a currency other than an entity’s functional currency are recorded in other income/(expenses) in the accompanying statements of operations. During the period from June 12, 2021 through January 31, 2022 (Successor), the period from February 1, 2021 through June 11, 2021 (Predecessor (SLH)), August 28, 2020 through January 31, 2021 (Predecessor (SLH)), the period from February 1, 2020 through August 27, 2020 (Predecessor (PL)), and the fiscal year ended January 31, 2020 (Predecessor (PL)), gains (losses) arising from transactions denominated in foreign currencies other than an entity’s functional currency were approximately ($2.4) million, ($0.2) million, $0.2 million, $1.1 million, and ($1.0) million, respectively. Cash, Cash Equivalents and Restricted Stock The Company considers all highly liquid investments with original maturities of 90 days or less at the time of purchase to be cash equivalents. At January 31, 2022 and January 31, 2021, the Company did not have any cash equivalents or available for sale investments. At January 31, 2022 and January 31, 2021, the Company had approximately $154.7 million and $71.5 million of cash and cash equivlents, respective and $14.3 million and $3.0 million of restricted cash, respectively, primarily related to the accounts receivable facility. Under the terms of the accounts receivable facility, the Company has three accounts considered restricted, an interest reserve account, a foreign exchange reserve account and a concentration reserve account. The interest reserve account requires three months interest on the greater of the facility balance or facility balance floor (the facility balance floor was $10.0 million as of January 31, 2022). The foreign exchange reserve account requires the Company to restrict cash for an amount equivalent to the change in the translated value on our foreign receivables borrowed from the date the receivable was sold. The concentration account requires the Company to deposit receipts from the receivables sold until the Company submits a monthly reconciliation report. At that time, the funds may be returned if they are replaced with new receivables. Recapitalization and Acquisition-related Costs The Company expenses recapitalization and transactions costs as incurred, which primarily consist of professional services and advisory fees related to (i) debt refinancings, (ii) mergers and acquisitions, including the Churchill, Global Knowledge, Pluma and proposed Codecademy transactions, (iii) divestitures, and (iv) other transactions that were explored but not consummated. Risks and Uncertainties The Company is subject to a number of risks and uncertainties common to companies in similar industries and stages of development, including, but not limited to, the uncertainty of economic, political and market conditions; data security and privacy risk; regulatory risks; management of growth; dependence on key individuals; management of international operations; intellectual property risks; competition from substitute products and services of larger companies; product development risk; ability to keep pace with technological developments; and customer adoption of new products. The Company has been closely monitoring the COVID-19 pandemic and its impact on the business. The Company is operating normally with minimal disruptions to product and service offerings or content and software development. While the online learnings tools the Company offers have many advantages over traditional in person learning in the current environment, some of the Company’s customers in heavily impacted industries have sought to temporarily reduce spending, resulting in requests for reductions in contract size or requests for extended payment terms upon renewal. Furthermore, attendance at the Company’s in person trainings in the Successor period has been negatively impacted by the COVID-19 pandemic, with more live training events being accessed virtually. Property and Equipment The Company records property and equipment at cost. Depreciation and amortization is charged to operations based on the cost of property and equipment over their respective estimated useful lives on a straight-line basis using the half-year convention, as follows: ​ ​ ​ ​ Description Estimated Useful Lives Computer equipment ​ 3 years Furniture and fixtures ​ 5 years Leasehold improvements ​ Lesser of 7 years or life of lease ​ Expenditures for maintenance and repairs are expensed as incurred, while expenditures for renewals or betterments are capitalized. The Company evaluates the carrying amount of our property and equipment whenever changes in circumstances or events indicate that the value of such assets may not be recoverable. As of January 31, 2022, the Company believes the carrying amounts of its property and equipment are recoverable and no impairment exists. Content and Software Development Expenses Content and software development expenses consist primarily of personnel and contractor related expenditures to develop the Company’s content, platform and other product offerings. For content related costs, the Company’s policy is to expense costs as incurred. The Company outsources certain aspects of content production to third parties who produce original content on behalf of Skillsoft. Third party costs incurred in these development efforts with external resources may include prepayments and are recognized as expense in proportion to the level of services completed. Software development costs are expensed as incurred, except for costs attributable to upgrades and enhancements that qualify for capitalization. See policy “Capitalized Software Development Costs” for further discussion on this matter. For the period from June 12, 2021 through January 31, 2022 (Successor), the period from February 1, 2021 through June 11, 2021 (Predecessor (SLH)), the period from August 28, 2020 through January 31, 2021 (Predecessor (SLH)), the period from February 1, 2020 through August 27, 2020 (Predecessor (PL)) and the fiscal years ended January 31, 2020 (Predecessor (PL)) the Company incurred $16.1 million, $8.1 million, $11.5 million, $12.6 million, and $25.9 million, respectively of proprietary content development expenses. Capitalized Software Development Costs The Company capitalizes certain internal use software development costs related to its SaaS platform incurred during the application development stage. Costs related to preliminary project activities and to post-implementation activities are expensed as incurred. The Company also capitalizes costs related to specific upgrades and enhancements when it is probable that the expenditures will result in additional functionality. Internal use software is amortized on a straight-line basis over its estimated useful life, which is generally 5 years. Management evaluates the useful lives of these assets on an annual basis and tests for impairment whenever events or changes in circumstances occur that could impact the recoverability of the assets. Capitalized costs are recorded as intangible assets in the accompanying balance sheets. For the period from June 12, 2021 through January 31, 2022 (Successor), the period from February 1, 2021 through June 11, 2021 (Predecessor (SLH), the period from August 28, 2020 through January 31, 2021 (Predecessor (SLH)), the period from February 1, 2020 through August 27, 2020 (Predecessor (PL)) and the fiscal years ended January 31, 2020 (Predecessor (PL)) the Company capitalized $2.9 million, $1.7 million, $1.9 million $3.0 million and $4.8 million, respectively, and recgonized amortization of $0.2 million, $0.2 million, $0.1 million, $2.7 million and $3.9 million, respectively. Content Partner Royalty Expenses For the period from June 12, 2021 through January 31, 2022 (Successor), the period from February 1, 2021 through June 11, 2021 (Predecessor (SLH), the period from August 28, 2020 through January 31, 2021 (Predecessor (SLH)), the period from February 1, 2020 through August 27, 2020 (Predecessor (PL)) and the fiscal years ended January 31, 2020 (Predecessor (PL)) the Company recognized $26.6 million, $6.6 million, $7.1 million, $9.2 million, and $16.3 million, respectively of royalty expenses for third party content used or provisioned in the Company’s content library. Fair Value of Financial Instruments Financial instruments consist mainly of cash and cash equivalents, restricted cash, accounts receivable, accounts payable, debt interest rate cap derivatives and warrants. The carrying amount of accounts receivable is net of an allowance for doubtful accounts, which is based on historical collections and known credit risks. See Note 19 for discussion related to the fair value of the Company’s borrowing agreements. Deferred Financing Costs and Original Issuance Discounts The Company amortizes deferred debt financing costs (including issuance costs and creditor fees) and original issuance discounts, both recorded as a reduction to the carrying amount of the related debt liability, as interest expense over the terms of the underlying obligations using the effective interest method. Financial Instruments The Company accounts for debt and equity issuances as either equity-classified or liability-classified instruments based on an assessment of the instruments specific terms and applicable authoritative guidance in Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 480, Distinguishing Liabilities from Equity (“ASC 480”) and ASC 815, Derivatives and Hedging (“ASC 815”). The assessment considers whether the instruments are freestanding financial instruments pursuant to ASC 480, meet the definition of a liability pursuant to ASC 480, and whether the instruments meet all of the requirements for equity classification under ASC 815, including whether the instruments are indexed to the Company’s own common stock and whether the holders could potentially require “net cash settlement” in a circumstance outside of the Company’s control, among other conditions for equity classification. This assessment, which requires the use of professional judgment, is conducted at the time of issuance of the instruments and as of each subsequent quarterly period end date while the instruments are outstanding. For issued or modified instruments that meet all of the criteria for equity classification, the instruments are required to be recorded as a component of additional paid-in capital at the time of issuance. For issued or modified instruments that do not meet all the criteria for equity classification (which includes 16.3 million of private placement warrants held by the sponsors for Churchill), the instruments are required to be recorded at their initial fair value on the date of issuance, and each balance sheet date thereafter. Changes in the estimated fair value of the instruments are recognized as a non-cash gain or loss on the statements of operations. The Company has elected to not designate their derivatives as hedging relationships. As such the changes in the fair value of the derivatives are recorded directly in statement of operations. Concentrations of Credit Risk and Off-Balance-Sheet Risk For the period from June 12, 2021 through January 31, 2022 (Successor), the period from February 1, 2021 through June 11, 2021 (Predecessor (SLH)), the period from August 28, 2020 through January 31, 2021 (Predecessor (SLH)), the period from February 1, 2020 through August 27, 2020 (Predecessor (PL)) and the fiscal years ended January 31, 2020 (Predecessor (PL)), no customer individually comprised greater than 10% of revenue. As of January 31, 2022 and 2021, no customer individually comprised more than 10% of accounts receivable. The Company considers its customers’ financial condition and generally does not require collateral. The Company maintains a reserve for doubtful accounts and sales credits that is the Company’s best estimate of potentially uncollectible trade receivables. Provisions are made based upon a specific review of all significant outstanding invoices that are considered potentially uncollectible in whole or in part. For those invoices not specifically reviewed or considered uncollectible, provisions are provided at different rates, based upon the age of the receivable, historical experience, and other currently available evidence. The reserve estimates are adjusted as additional information becomes known or payments are made. The Company has no significant off-balance-sheet arrangements nor concentration of credit risks such as foreign exchange contracts, option contracts or other foreign hedging arrangements. Intangible Assets, Goodwill and Indefinite-Lived Intangible Impairment Assessments The Company records intangible assets at cost and amortizes its finite-lived intangible assets, including customer contracts and internally developed software, over their estimated useful life. The Company reviews intangible assets subject to amortization at least annually to determine if any adverse conditions exist or a change in circumstances has occurred that would indicate impairment or a change in remaining useful life. Conditions that would indicate impairment and trigger a more frequent impairment assessment include, but are not limited to, a significant adverse change in legal factors or business climate that could affect the value of an asset, or an adverse action or assessment by a regulator. In addition, the Company reviews its indefinite-lived intangible assets, including goodwill and certain trademarks, during the fourth quarter of each year for impairment, or more frequently if certain indicators are present or changes in circumstances suggest that impairment may exist and reassesses their classification as indefinite-lived assets. See Note 4 for a discussion of impairment charges recognized for the period from February 1, 2020 through August 27, 2020 (Predecessor (PL)) and the fiscal years ended January 31, 2020. Restructuring Charges Liabilities related to an exit or disposal activity are recognized in accordance with ASC Topic 420, Liabilities: Exit or Disposal Cost Obligations In addition, the Company accounts for certain employee-related restructuring charges as an ongoing benefit arrangement in accordance with ASC Topic 712, Compensation – Nonretirement Postemployment Benefits The Company recorded facility-related restructuring charges in accordance with ASC 420, before it adopted ASC Topic 842, Leases (“ASC 842”) Property, Plant, and Equipment Advertising Costs Costs incurred for production and communication of advertising initiatives are expensed when incurred. Advertising expenses amounted to approximately $9.4 million, $2.8 million, $3.7 million, $3.2 million, and $5.3 million for the period from June 12, 2021 through January 31, 2022 (Successor), the period from February 1, 2021 through June 11, 2021 (Predecessor (SLH)), the period from August 28, 2020 through January 31, 2021 (Predecessor (SLH)), the period from February 1, 2020 through August 27, 2020 (Predecessor (PL)), and the fiscal year ended January 31, 2020 (Predecessor (PL), respectively. Income Taxes The Company provides for deferred income taxes resulting from temporary differences between the basis of its assets and liabilities for financial reporting purposes as compared to tax purposes, using rates expected to be in effect when such differences reverse. The Company records valuation allowances to reduce deferred tax assets to the amount that is more likely than not to be realized. The Company follows the authoritative guidance on accounting for and disclosure of uncertainty in tax positions which requires the Company to determine whether a tax position of the Company is more likely than not to be sustained upon examination, including resolution of any related appeals of litigation processes, based on the technical merits of the position. For tax positions meeting the more likely than not threshold, the tax amount recognized in the financial statements is reduced to the largest benefit that has a greater than fifty percent likelihood of being realized upon the ultimate settlement with the relevant taxing authority. Interest and penalties related to uncertain tax positions is included in the provision for income taxes in the consolidated statement of operations. Recently Adopted Accounting Guidance On October 28, 2021, the FASB issued ASU 2021-08 – Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers The adoption of ASU 2021-08 also resulted in the increase of goodwill by $123.5 million attributable to the acquisitions of Software Luxembourg Holdings S.A., Albert DE Holdings, Inc. and Pluma Inc. during the period ended July 31, 2021, as a result of the revised measurement of deferred revenue for acquisitions. On February 1, 2020, the Company adopted ASC Topic 842, Leases (“ASC 842”) using the modified retrospective transition approach, as provided by ASU No. 2018-11, Leases - Targeted Improvements (“ASU 2018-11”). The Company elected the package of practical expedients, which among other things, which allowed the Company to not reassess whether expired or existing contracts are or contain leases and to carry forward the historical lease classification for those leases that commenced prior to the date of adoption. For all lease arrangements, the Company accounts for lease and non-lease components as a single lease component. Leases with an initial term of 12 months or less are not recorded on the balance sheet as the Company recognizes lease expense on a straight-line basis over the lease term. Results for reporting periods beginning after February 1, 2020 are presented under ASC 842, while prior periods have not been adjusted and continue to be reported in accordance with the Company’s historic accounting under previous GAAP. The primary impact of ASC 842 is that substantially all of the Company’s leases are recognized on the balance sheet, by recording right-of-use assets and short-term and long-term lease liabilities. The new standard does not have a material impact on the Company’s consolidated statement of operations and cash flows, and the effects of applying ASC 842 as a cumulative-effect adjustment to retained earnings as of February 1, 2020 was immaterial .

Chapter 11 Proceedings and Emer

Chapter 11 Proceedings and Emergence	12 Months Ended
	Jan. 31, 2022
Chapter 11 Proceedings and Emergence
Chapter 11 Proceedings and Emergence	(3) Chapter 11 Proceedings and Emergence ​ Plan of Reorganization On August 6, 2020, the Bankruptcy Court entered an order confirming the Plan of Reorganization and on August 27, 2020, the Debtors emerged from Chapter 11. On or following the Effective Date, pursuant to the Plan of Reorganization, the following occurred: ● Transfer of Ownership - Upon emergence, the Ordinary Shares of Pointwell as of the Effective Date were cancelled and the ownership interest in Pointwell, which had been a direct wholly owned subsidiary of Evergreen Skills Lux S.à.r.l. with an ultimate holding company of Evergreen Skills Top Holding Lux, was transferred to the Predecessor (SLH) whose shareholders were lenders who had a secured interest in Skillsoft and its affiliates prior to the Petition Date. ​ ● Loans and Interest due to the Predecessor parent company – All of the Predecessor (PL)’s outstanding obligations due to its parent company were cancelled or transferred to other legal entities affiliated with prior ownership. ​ ● DIP Facility Claims - All claims related to the DIP Facility were discharged and the DIP Facility Lenders received, in full and final satisfaction of such claims, on a dollar for dollar basis, First Out Term Loans. ​ ● First Lien Debt Claims - All claims related to the Predecessor first lien obligation were discharged, and the holders of claims with respect to the Predecessor first lien obligations received, in full and final satisfaction of such claims, its pro rata share of: o Second Out Term Loans; and o 3,840,000 Class A ordinary shares of Predecessor (SLH). ​ ● Second Lien Debt Claims - All claims related to the Predecessor second lien obligations were discharged, and the holders of claims with respect to the Predecessor second lien obligations received, in full and final satisfaction of such claims: o 160,000 Class B ordinary shares of Predecessor (SLH); and o Warrants to purchase common shares of Predecessor (SLH), including (i) tranche A warrants to purchase 235,294 ordinary shares of the Successor Company at a price of $262.34 per share and (ii) tranche B warrants to purchase 470,588 ordinary shares of Predecessor (SLH) at a price of $274.84 , in each case pursuant to warrant agreement, dated as of August 27, 2020, between the Successor Company and American Trust Company, as warrant agent. ​ Exit Credit Facility Accounts Receivable Facility On August 27, 2020, the Company amended its accounts receivable facility. In connection with the amendment, additional capacity under the previous accounts receivable facility which had been extended by the private equity sponsor of the Company’s prior owner was eliminated, which reduced the maximum capacity of the facility from $90 million to $75 million. The maturity date for the remaining $75 million facility was extended to the earlier of (i) December 2024 or (ii) 90 days prior to the maturity of any corporate debt.

Fresh-Start Reporting

Fresh-Start Reporting	12 Months Ended
	Jan. 31, 2022
Fresh-Start Reporting
Fresh-Start Reporting	(4) Fresh-Start Reporting ​ Fresh-Start In connection with the Debtors’ emergence from bankruptcy and in accordance with ASC 852, the Company qualified for and adopted fresh-start reporting on the Effective Date. The Company was required to adopt fresh-start reporting because (i) the holders of existing voting shares of the Predecessor Company received less than 50% of the voting shares of the Successor Company and (ii) the reorganization value of the Company's assets immediately prior to confirmation of the Plan of Reorganization was less than the post-petition liabilities and allowed claims. ​ In accordance with ASC 852, with the application of fresh-start reporting, the Company allocated its reorganization value to its individual assets based on their estimated fair values in conformity with ASC 805. The reorganization value represents the fair value of the Successor Company’s assets before considering liabilities. The excess reorganization value over the fair value of identified tangible and intangible assets is reported as goodwill. As a result of the application of fresh-start reporting and the effects of the implementation of the Plan of Reorganization, the consolidated financial statements after August 27, 2020 are not comparable with the consolidated financial statements prior to August 28, 2020. ​ Reorganization Value As set forth in the Disclosure Statement with respect to the Plan of Reorganization, the enterprise value of the Predecessor (SLH) was estimated to be between $1.05 billion to $1.25 billion. ​ Management and their valuation advisors estimated this range of enterprise value of the Predecessor (SLH). The Company utilized the selected publicly traded companies analysis approach, the discounted cash flow analysis (“DCF”) approach and the selected transactions analysis approach in estimating enterprise value. The use of each approach provides corroboration for the other approaches. To estimate enterprise value utilizing the selected publicly traded companies analysis method, valuation multiples derived from the operating data of publicly-traded benchmark companies to the same operating data of the Company were applied. The selected publicly traded companies analysis identified a group of comparable companies giving consideration to lines of business and markets served, size and geography. The valuation multiples were derived based on historical and projected financial measures of revenue and earnings before interest, taxes, depreciation and amortization and applied to projected operating data of the Company. ​ To estimate enterprise value utilizing the discounted cash flow method, an estimate of future cash flows for the 2021 to 2023 fiscal years with a terminal value was determined and those estimated future cash flows were discounted to present value using a weighted average cost of capital of 11.0% and an expected tax rate of 21%. The expected cash flows for the period 2021 to 2023 with a terminal value were based upon certain financial projections and assumptions provided to the Bankruptcy Court and reflected assumptions regarding growth and margin projections, as applicable, which included expected declines in revenue in fiscal years 2021 and 2022 and a return to growth in fiscal year 2023. For each fiscal year, the Company included assumptions about working capital changes and capital expenditures to derive after-tax cash flows. A terminal value was included, calculated using the terminal multiple method, which estimates a range of values at which the Predecessor (SLH) will be valued at the end of the Projection Period based on applying a terminal multiple to final year Adjusted EBITDA, which is defined as consolidated operating income adjusted to exclude non-cash compensation expenses, as well as depreciation and amortization, impairment charges and other income (expense), net. ​ To estimate enterprise value utilizing the selected transactions analysis, valuation multiples were derived from an analysis of consideration paid and net debt assumed from publicly disclosed merger or acquisition transactions, and such multiples were applied to the EBITDA of Predecessor (SLH). The selected transactions analysis identified companies and assets involved in publicly disclosed merger and acquisition transactions for which the targets had operating and financial characteristics comparable in certain respects to Predecessor (SLH). ​ After determining the enterprise value range of $1.05-1.25 billion, the Company needed to determine a point within the range to serve as the basis for determination of the equity value and reorganization value. The Company determined the mid-point of the range represented the appropriate enterprise value and corroborated this amount with a DCF analysis using assumptions consistent with those described above, with an additional 2 years (FY 2024 and 2025) added to the forecast period and then calculated a terminal value using a 3% long-term growth rate and discount rate including a company specific risk premium. This amount ($1.15 billion) served as the starting point for the calculation of the emergence equity value and reorganization value. ​ The following table reconciles the enterprise value per the Disclosure Statement to the fair value of Predecessor (SLH)’s equity, as of the Effective Date (in thousands, except per share amounts): ​ ​ ​ ​ ​ Enterprise Value (1) $ 1,150,000 Plus: Cash ​ 92,009 Less: Borrowings under accounts receivable facility ​ ​ (48,886) Less: Fair value of debt ​ ​ (514,950) Less: Fair value of warrants ​ (11,200) Implied value of Successor Company common stock ​ $ 666,973 ​ ​ ​ ​ Shares issued upon emergence (Class A and B common stock) ​ ​ 4,000 Per share ​ $ 167 ​ The reconciliation of the Company’s enterprise value to reorganization value as of the Effective Date is as follows (in thousands): ​ ​ ​ ​ ​ Enterprise Value (1) $ 1,150,000 Plus: ​ ​ Cash ​ ​ 92,009 Current liabilities (excluding AR facility and Current maturity of long-term debt) ​ ​ 134,257 Deferred tax liabilities ​ ​ 103,930 Other long-term liabilities ​ 7,140 Non-current lease obligations ​ ​ 16,399 Reorganization Value ​ $ 1,503,735 (1) Enterprise value includes the value of warrants that are classified as liability ​ The enterprise value was estimated using numerous projections and assumptions that are inherently subject to significant uncertainties and resolution of contingencies that are beyond our control. Accordingly, the estimates set forth herein are not necessarily indicative of actual outcomes, and there can be no assurance that the estimates, projections or assumptions will be realized. Adjustments to the enterprise value to derive the equity value and reorganization value also included assumptions about the fair values of the post-emergence borrowings and the fair value of certain liabilities adjusted in fresh-start accounting. ​ Consolidated Balance Sheet (In Thousands) The adjustments set forth in the following consolidated balance sheet as of August 27, 2020 reflect the effect of the consummation of the transactions contemplated by the Plan of Reorganization (reflected in the column "Reorganization —Adjustments") as well as fair value adjustments as a result of applying fresh-start reporting (reflected in the column "Fresh-Start Adjustments"). The explanatory notes highlight the methods used to determine fair values or other amounts of the assets and liabilities, as well as significant assumptions or inputs. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Reoganization ​ Fresh Start ​ ​ ​ Predecessor Adjustments Adjustment Successor ASSETS ​ ​ ​ ​ ​ ​ Current assets: ​ ​ ​ ​ ​ ​ Cash and cash equivalents ​ $ 42,341 ​ $ 49,668 (1) $ — ​ $ 92,009 Restricted cash ​ 35,306 ​ (25,000) (1) — ​ 10,306 Accounts receivable ​ 73,607 ​ 1,700 (2) (990) (10) 74,317 Prepaid expenses and other current assets ​ 39,317 ​ (300) (2) (10,573) (11) 28,444 Total current assets ​ 190,571 ​ 26,068 ​ (11,563) ​ 205,076 Property and equipment, net ​ 15,523 ​ 500 (2) — ​ 16,023 Goodwill ​ 1,070,674 ​ 5,100 (2) (580,639) (12) 495,135 Intangible assets, net ​ 249,962 ​ — ​ 516,124 (13) 766,086 Right of use assets ​ 17,454 ​ — ​ 367 (14) 17,821 Other assets ​ 17,313 ​ (3,500) (2) (10,219) (11) 3,594 Total assets ​ $ 1,561,497 ​ $ 28,168 ​ $ (85,930) ​ $ 1,503,735 LIABILITIES AND SHAREHOLDER'S (DEFICIT) EQUITY ​ ​ ​ ​ Current liabilities: ​ ​ ​ ​ Current maturities of long-term debt ​ $ 60,000 ​ $ (57,400) (3) $ — ​ $ 2,600 Borrowings under accounts receivable facility ​ 48,886 ​ — ​ — ​ 48,886 Accounts payable ​ 7,851 ​ 300 (2) — ​ 8,151 Accrued compensation ​ 23,587 ​ 1,400 (2) — ​ 24,987 Accrued expenses and other liabilities ​ 12,105 ​ 500 (2) — ​ 12,605 Lease liabilities ​ 1,699 ​ 3,245 (6) (175) (14) 4,769 Deferred revenue ​ 196,469 ​ 2,400 (2) (115,124) (15) 83,745 Total current liabilities ​ 350,597 ​ (49,555) ​ (115,299) ​ 185,743 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Long-term debt ​ — ​ 517,400 (3)(4) (5,050) (17) 512,350 Long term lease liabilities ​ 3,732 ​ 12,442 (6) 225 (14) 16,399 Warrants ​ — ​ 11,200 (6)(8) — ​ 11,200 Deferred tax liabilities ​ — ​ 30,484 (5)(6) 73,446 (16) 103,930 Deferred revenue - non-current ​ 1,783 ​ — ​ (1,128) (15) 655 Other long-term liabilities ​ 2,289 ​ 3,796 (6) 400 (17) 6,485 Total long-term liabilities ​ 7,804 ​ 575,322 ​ 67,893 ​ 651,019 Liabilities subject to compromise ​ 4,472,954 ​ (4,472,954) (6) — ​ — Total liabilities ​ ​ 4,831,355 ​ ​ (3,947,187) ​ ​ (47,406) ​ ​ 836,762 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Shareholders’ (defecit) equity: ​ ​ ​ ​ Ordinary shares (Predececcor) ​ ​ 138 ​ ​ (138) (7) ​ — ​ ​ — Additional paid-in capital (Predecessor) ​ 83 ​ (83) (7) — ​ — Ordinary shares (Successor) ​ ​ — ​ ​ 40 (6)(8) ​ — ​ ​ 40 Additional paid-in capital (Successor) ​ — ​ 666,933 (6)(8) — ​ 666,933 (Accumulated deficit) retained earnings ​ (3,267,346) ​ 3,308,603 (9) (41,257) (17) — Accumulated other comprehensive loss ​ (2,733) ​ — ​ 2,733 (18) — Total shareholders’ (deficit) equity ​ (3,269,858) ​ 3,975,355 ​ (38,524) ​ 666,973 Total liabilities and shareholders’ (deficit) equity ​ $ 1,561,497 ​ $ 28,168 ​ $ (85,930) ​ $ 1,503,735 ​ Reorganization adjustments ​ In accordance with the Plan of Reorganization, the following adjustments were made (in thousands): ​ (1) The table below reflects the sources and uses of cash on the Effective Date from implementation of the Plan of Reorganization (in thousands): ​ ​ ​ ​ ​ Sources: ​ ​ Release of restriced cash (a) ​ $ 25,000 Additional funding from First Out Term Loan ​ 50,000 Reconsolidation of Canadian subsidiary ​ ​ 1,100 Total sources of cash ​ ​ 76,100 Uses: ​ ​ ​ Exit Facility and DIP Facility rollover financing costs paid upon Effective Date ​ ​ (5,032) Professional success fees paid upon Effective Date ​ (21,400) Total uses of cash ​ ​ (26,432) Net increase in cash ​ $ 49,668 (a) A portion of DIP Facility funds from restricted cash was released upon Effective Date ​ (2) On June 17, 2020, the Company’s Canadian subsidiary, Skillsoft Canada Ltd., voluntarily commenced parallel recognition proceedings under the Companies’ Creditors Arrangement Act (“CCAA”) with the Court of Queen’s Bench of New Brunswick in Canada seeking recognition and enforcement of the Debtors’ Chapter 11 Cases, including the DIP Facility. This action resulted in the deconsolidation of Skillsoft Canada Ltd. under ASC 810, and the Company recognizing its retained noncontrolling interest in the Canadian subsidiary at its fair value of $4.8 million. On August 17, 2020, the Canadian Court entered an order recognizing and enforcing the Chapter 11 Cases and Plan in Canada and upon the August 27, 2020 Effective Date, when the Plan of Reorganization was consummated and Pointwell Limited emerged from Chapter 11, the Company reconsolidated Skillsoft Canada Ltd and de-recognized the non-controlling interest. The Company applied guidance ASC 805 for recognizing a new accounting basis for the Canadian subsidiary. Working capital accounts were generally carried over at carrying value which approximated their fair values. Deferred revenue was reduced to an amount intended to approximate the costs to fulfill contractual obligations plus a reasonable margin. Identified intangible assets were recognized based on their fair values using market participant assumptions and goodwill was recorded reflecting synergies from the consolidation by the Company. ​ (3) Reflects the net effect of the conversion of $60 million of the debtor-in-possession financing to First Out Term Loan, net of principal payments of $2.6 million related to the First Out Term Loan and Second Out Term Loan due over the twelve-month period from Effective Date. ​ (4) In accordance with the Plan of Reorganization, the Company entered into the Term Loan Facility Agreement with a principal amount of $520 million. ​ ​ ​ ​ ​ Term Loan Facility: ​ ​ Senior Secured First Out Term Loan ​ $ 110,000 Senior Secured Second Out Term Loan ​ 410,000 Total Debt - Exit facility (a) ​ ​ 520,000 Less: ​ ​ ​ Current portion of Long-term debt ​ ​ (2,600) Long-term debt, net of current portion ​ $ 517,400 (a) The Exit Credit Facility bore interest at a rate equal to LIBOR plus 7.50% per annum, with a LIBOR floor of 1.00% . The First Out Term Loan is due in December 2024 and the Second Out Term Loan is due April 2025. The Exit Credit Facility contains customary provisions and reporting requirements, including prepayment penalties and a maximum leverage covenant that will be first measured January 31, 2022 and each quarter thereafter. Quarterly principal repayments of $1.3 million begin for the quarter ended April 30, 2021 and increase to $2.6 million for the quarter ended April 30, 2022 until maturity. ​ (5) Reflects the reduction of tax basis as a result of cancellation of debt income (CODI) tax attribute and tax basis reduction rules in the US and the discharge of liabilities in non-US Jurisdictions. ​ (6) As part of the Plan of Reorganization, the Bankruptcy Court approved the settlement of claims reported within Liabilities subject to compromise in the Company's Consolidated balance sheet at their respective allowed claim amounts. The table below indicates the disposition of liabilities subject to compromise (in thousands): ​ ​ ​ ​ ​ Liabilities subject to compromise pre-emergence $ 4,472,954 Reinstated on the Effective Date: ​ ​ ​ Lease liabilities (current and non-current) ​ (15,687) Deferred tax liabilities ​ ​ (26,107) Other long-term liabilities ​ ​ (3,796) Total liabilities reinstated ​ ​ (45,590) Less amounts settled per the Plan of Reorganization ​ ​ ​ Issuance of new debt ​ ​ (410,000) Issuance of warrants ​ ​ (11,200) Equity issued at emergence to creditors in settlement of Liabilities Subject to Compromise ​ ​ (666,973) Total amounts settled ​ ​ (1,088,173) Gain on settlement of Liabilities Subject to Compromise ​ $ 3,339,191 ​ (7) Pursuant to the terms of the Plan of Reorganization, as of the Effective Date, all Predecessor (PL) common stock was cancelled without any distribution. ​ (8) In Settlement of the company’s Predecessor (PL) first and second lien debt obligations, the holders of the Predecessor (PL)’s first lien received a total of 3,840,000 of Class A common shares. Predecessor (PL)’s second lien holders received a total of 160,000 of Class B common shares and a total of 705,882 warrants to purchase additional common shares. ​ (9) The table reflects the cumulative impact of the reorganization adjustments discussed above (in thousands): ​ ​ ​ ​ ​ Gain on settlement of Liabilities subject to compromise $ 3,339,191 Provision for income taxes ​ ​ (4,377) Professional success fees paid upon Effective Date ​ (21,400) Exit Facility and DIP Facility rollover financing costs paid upon Effective Date ​ ​ (5,032) Cancellation of predecessor shares and additional paid in capital ​ ​ 221 Net impact on Accumulated deficit ​ $ 3,308,603 ​ Fresh-Start Adjustments ​ (10) Reflects the fair value adjustment as of August 27, 2020 made to accounts receivable to reflect management's best estimate of expected collectability of accounts receivable balances, in connection with fresh-start reporting. ​ (11) This adjustment reflects the write-off of deferred contract cost assets which do not provide economic benefit to Predecessor (SLH). ​ (12) Predecessor goodwill of $1,075.8 million was eliminated and Successor goodwill of $495.1 million was established based on the calculated reorganization value which was not attributed to specific tangible or identifiable intangible assets. Goodwill arising from the fresh-start accounting is not deductible for tax purposes. ​ ​ ​ ​ ​ (in thousands) ​ ​ Reorganization value of Successor company $ 1,503,735 Less: Fair value of Successor company assets ​ ​ (1,008,600) Reorganization value of Successor company in excess of asset fair value - Goodwill ​ $ 495,135 ​ (13) The Company recorded an adjustment to intangible assets for $516.1 million as follows (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Estimated ​ Estimated ​ fair value useful life Developed software/ courseware ​ $ 261,600 ​ ​ 3-5 years Customer contracts/ relationships ​ ​ 279,500 ​ ​ 12.4 years Trademarks and trade names ​ ​ 6,300 ​ ​ 9.4 years Backlog ​ ​ 90,200 ​ ​ 4.4 years Skillsoft trademark ​ ​ 91,500 ​ ​ Indefinite Publishing rights ​ ​ 35,200 ​ ​ 5 years Capitalized software ​ ​ 1,786 ​ ​ 5 years Total intangible asset upon emergence ​ ​ 766,086 ​ ​ ​ Elimination of historical acquired intangible assets ​ ​ (249,962) ​ ​ ​ Fresh-start adjustment to acquired intangibles assets ​ $ 516,124 ​ ​ ​ ​ Values and useful lives assigned to intangible assets were based on estimated value and use of these assets by a market participant. The customer contracts/relationships and backlog were valued using the income approach. The trademarks and trade names were valued using the relief from royalty method. The developed software/courseware and publishing rights were valued using the replacement cost approach. ​ (14) The operating lease obligation as of August 27, 2020 had been calculated using an incremental borrowing rate of the Predecessor (PL), as of the later of the date of adoption of ASC 842 (February 1, 2020) or the lease commencement date. Upon application of fresh-start reporting, the lease obligation was recalculated using the incremental borrowing rate applicable to Predecessor (SLH) after emergence from bankruptcy and commensurate to its new capital structure. The Company’s operating lease right-of-use assets were further adjusted to reflect the market value as of August 28, 2020. ​ (15) The fair value of deferred revenue, which principally relates to amounts that have been billed in advance for products or services to be provided, was determined by estimating the fulfillment costs, which represent only those costs that are directly related to fulfilling the legal performance obligation assumed by the Successor. ​ (16) The adjustment represents the establishment of deferred tax liabilities related to book/tax differences created by fresh-start reporting adjustments. The amount is net of the release of the valuation allowance on deferred tax assets, which management believes more likely than not will be realized as a result of future taxable income from the reversal of such deferred tax liabilities ​ (17) The table below reflects the cumulative impact of the fresh-start adjustments as discussed above (in thousands): ​ ​ ​ ​ ​ Fresh-start adjustment to accounts receivable, net $ (990) Fresh-start adjustment to prepaid assets and other assets (including long-term) ​ ​ (20,792) Fresh-start adjustment to goodwill ​ ​ (580,639) Fresh-start adjustment to intangible assets, net ​ ​ 516,124 Fresh-start adjustment to operating lease right-of-use assets and liabilities, net ​ ​ 317 Fresh-start adjustment to deferred revenue (current and non-current) ​ ​ 116,252 Fair value adjustment to debt ​ ​ 5,050 Fair value adjustment to other long-term liabilities ​ ​ (400) Total fresh-start adjustments impacting reorganization items, net ​ ​ 34,922 Elimination of accumulated other comprehensive loss ​ ​ (2,733) Tax impact of fresh-start adjustments ​ ​ (73,446) Net impact on accumulated deficit ​ $ (41,257) ​ (18) Elimination of accumulated other comprehensive loss ​ Reorganization Items, Net Reorganization items incurred as a result of the Chapter 11 cases are presented separately in the accompanying Consolidated Statement of Operations for the period presented, as follows (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Predecessor ​ ​ ​ ​ ​ ​ February 1, 2020 ​ ​ ​ ​ ​ ​ through ​ ​ ​ August 27, 2020 Gain on settlement of Liabilities subject to compromise ​ ​ ​ ​ ​ $ 3,339,191 Impact of fresh-start adjustments ​ ​ ​ ​ ​ ​ 34,922 Exit Facility and DIP Facility rollover financing costs paid upon Effective Date ​ ​ ​ ​ ​ ​ (5,032) Write-off of pre-petition debt and DIP issuance costs ​ ​ ​ ​ ​ ​ (9,461) Professional success fees paid upon Effective Date ​ ​ ​ ​ ​ ​ (21,399) Professional fees and other bankruptcy related costs ​ ​ ​ ​ ​ ​ (13,076) Gain on Deconsolidation of Canadian subsidiary ​ ​ ​ ​ ​ ​ 4,100 Reorganization items, net ​ ​ ​ ​ ​ $ 3,329,245 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Successor Predecessor ​ ​ August 28, 2020 ​ ​ February 1, 2020 ​ ​ through ​ ​ through ​ January 31, 2021 ​ ​ August 27, 2020 Cash payment for reorganization items, net ​ $ 784 ​ ​ $ 42,916 ​

Business Combinations

Business Combinations	12 Months Ended
	Jan. 31, 2022
Business Combinations
Business Combinations	(5) Business Combinations (a) Software Luxembourg Holdings S.A. (“Predecessor (SLH)” or “Skillsoft Legacy”) On June 11, 2021, Software Luxembourg Holding S.A. merged with and into Churchill Capital Corp II (Churchill) which subsequently changed its name to Skillsoft Corp. The Skillsoft Merger was considered a business combination under ASC 805, Business Combinations Under the acquisition method, the acquisition date fair value of the consideration paid by the Company was allocated to the assets acquired and the liabilities assumed based on their estimated fair values. The following summarizes the purchase consideration (in thousands): ​ ​ ​ ​ Description Amount Class A common stock issued ​ $ 258,000 Class B common stock issued * ​ 48,375 Cash payments ​ ​ 505,000 Second Out Term Loan ​ ​ 20,000 Cash settlement of seller transaction costs ​ 1,308 Total Purchase Price ​ $ 832,683 * Shares of Class B common stock was converted into Successor Class A common stock at the time of the Merger. The Company preliminarily recorded the fair value of the purchase price to tangible and identifiable intangible assets acquired and liabilities assumed as follows (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Updated ​ Preliminary Purchase ​ ​ ​ Preliminary Purchase Description Price Allocation ​ Adjustments (1)(2) Price Allocation Cash, cash equivalents and restricted cash $ 120,273 ​ $ — ​ $ 120,273 Current assets ​ 118,847 ​ ​ 706 ​ ​ 119,553 Property and equipment 10,825 ​ 1,632 ​ 12,457 Intangible assets ​ 769,799 ​ ​ (4,701) ​ ​ 765,098 Long term assets 18,629 ​ — ​ 18,629 Total assets acquired ​ 1,038,373 ​ ​ (2,363) ​ ​ 1,036,010 Current liabilities (49,056) ​ (350) ​ (49,406) Debt, including accounts receivable facility (552,977) ​ — ​ (552,977) Deferred revenue (123,300) ​ (114,047) ​ (237,347) Deferred and other tax liabilities (99,699) ​ 15,920 ​ (83,779) Long term liabilities (18,325) ​ 1 ​ (18,324) Total liabilities assumed ​ (843,357) ​ ​ (98,476) ​ ​ (941,833) Net assets acquired ​ 195,016 ​ ​ (100,839) ​ ​ 94,177 Goodwill ​ 637,667 ​ ​ 100,839 ​ ​ 738,506 Total purchase price $ 832,683 ​ $ — ​ $ 832,683 (1) The increase in deferred revenue (and the corresponding increase to Goodwill by the same amount) is the result of the adoption of ASU 2021-08 in the quarter ended October 31, 2021. (2) All other changes represent measurement period adjustments attributable to the Company’s review of inputs and assumptions utilized in valuation models and additional information being obtained on preacquisition liabilities. The measurement period adjustments did not have a significant impact on the Company’s results of operations in prior periods. The preliminary values allocated to identifiable intangible assets and their estimated useful lives are as follows: (in thousands): ​ ​ ​ ​ ​ ​ ​ Description Amount Life Trademark/tradename – Skillsoft ​ $ 84,700 indefinite Trademark/tradename – SumTotal ​ 5,800 9.6 years Courseware ​ ​ 186,600 5 years Proprietary delivery and development software ​ ​ 114,598 ​ 2.5-7.6 years Publishing Rights ​ 41,100 5 years Customer relationships ​ 271,400 12.6 years Backlog ​ 60,900 4.6 years Total ​ $ 765,098 ​ ​ Values and useful lives assigned to intangible assets were based on estimated value and use of these assets by a market participant. The customer relationships and backlog were valued using the income approach. The trade names were valued using the relief from royalty method. The content and software were valued using the replacement cost approach. Goodwill represents the excess of the purchase price over the net identifiable tangible and intangible assets acquired. The Company determined that the acquisition of the Predecessor (SLH) resulted in the recognition of goodwill primarily because the acquisition is expected to help the Company to meet its long-term operating profitability objectives through achievement of synergies. The majority of goodwill is not deductible for tax purposes. The acquired intangible assets and goodwill are subject to review for impairment if indicators of impairment develop and, in the case of goodwill and indefinite-lived intangible assets, at least annually. The Company incurred $9.8 million in acquisition-related expenses, which primarily consisted of transaction fees and legal, accounting and other professional services that are included in “Recapitalization and transaction-related costs” in the accompanying consolidated statement of operations. Approximately $4.3 million was reported in the period from February 1, 2021 to June 11, 2021 (Predecessor (SLH)) and $5.5 million was reported in the period from June 12, 2021 to January 31, 2022 (Successor). (b) Albert DE Holdings, Inc. (“GK”) On June 11, 2021, GK and its subsidiaries were acquired by Skillsoft, in conjunction with, and just subsequent to, its merger with Churchill Capital Corp II (then becoming merged Company). The acquisition was accounted for as a business combination under ASC805, Business Combinations The following summarized the purchase consideration (in thousands): ​ ​ ​ ​ Description Amount Cash consideration ​ $ 170,199 Warrants Issued ​ 14,000 Joinder Term Loans ​ ​ 70,000 Cash settlement of seller transaction costs ​ ​ 4,251 Total Purchase Price ​ $ 258,450 ​ The Company preliminarily recorded the fair value of the purchase price to tangible and identifiable intangible assets acquired and liabilities assumed as follows (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Updated ​ Preliminary Purchase ​ ​ ​ Preliminary Purchase Description Price Allocation ​ Adjustments (1)(2) Price Allocation Cash, cash equivalents $ 17,524 ​ $ (100) ​ $ 17,424 Current assets 47,849 ​ (2,442) ​ 45,407 Property and equipment ​ 5,531 ​ ​ 1,625 ​ ​ 7,156 Intangible assets ​ 185,800 ​ ​ — ​ ​ 185,800 Long term assets 12,401 ​ (3,325) ​ 9,076 Total assets acquired ​ 269,105 ​ ​ (4,242) ​ ​ 264,863 Current liabilities (74,463) ​ 10,910 ​ (63,553) Deferred revenue (23,018) ​ (8,191) ​ (31,209) Deferred and other tax liabilities ​ (16,934) ​ ​ (8,571) ​ ​ (25,505) Long term liabilities ​ (4,248) ​ ​ 2,168 ​ ​ (2,080) Total liabilities assumed ​ (118,663) ​ ​ (3,684) ​ ​ (122,347) Net assets acquired ​ 150,442 ​ ​ (7,926) ​ ​ 142,516 Goodwill ​ 108,008 ​ ​ 7,926 ​ ​ 115,934 Total Purchase Price $ 258,450 ​ $ — ​ $ 258,450 (1) The increase in deferred revenue (and the corresponding increase to Goodwill by the same amount) is the result of the adoption of ASU 2021-08 in the quarter ended October 31, 2021. (2) All other changes represent measurement period adjustments attributable to the Company’s review of inputs and assumptions utilized in valuation models and additional information being obtained on preacquisition liabilities. The measurement period adjustments did not have a significant impact on the Company’s results of operations in prior periods. The preliminary values allocated to identifiable intangible assets and their estimated useful lives are as follows: (in thousands): ​ ​ ​ ​ ​ ​ ​ Description Amount Life Trademark/tradename ​ $ 25,400 indefinite Courseware ​ 1,500 3 years Proprietary delivery and development software ​ ​ 2,500 0.6 years Vendor relationships ​ ​ 43,900 ​ 2.6 years Customer relationships ​ 112,500 10.6 years Total ​ $ 185,800 ​ ​ Values and useful lives assigned to intangible assets were based on estimated value and use of these assets by a market participant. The customer relationships and vendor relationships were valued using the income approach. The trade name was valued using the relief from royalty method. The courseware and proprietary delivery software were valued using the replacement cost approach. Goodwill represents the excess of the purchase price over the net identifiable tangible and intangible assets acquired. The Company determined that the acquisition of GK resulted in the recognition of goodwill primarily because the acquisition is expected to help the Company to meet its long-term operating profitability objectives through achievement of synergies. The majority of goodwill is not deductible for tax purposes. The acquired intangible assets and goodwill are subject to review for impairment if indicators of impairment develop and otherwise at least annually. The Company incurred $1.0 million in acquisition-related expenses, which primarily consisted of transaction fees and legal, accounting and other professional services that are included in “Acquisition related expenses” in the accompanying consolidated statement of operations. Approximately $1.0 million was reported in the period from June 12, 2021 to January 31, 2021 (Successor). Unaudited Pro Forma Financial Information The following unaudited pro forma financial information summarizes the results of operations for the Company as though the acquisition of Skillsoft and Global Knowledge had occurred on February 1, 2020 (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ Unaudited Pro Forma Statement of Operations ​ ​ Twelve months ​ Twelve months ​ ​ ended January 31, ​ ended January 31, ​ 2022 2021 Revenue ​ $ 665,131 ​ $ 661,944 Net loss ​ (57,946) ​ (105,086) ​ The unaudited pro forma financial information does not assume any impacts from revenue, cost or other operating synergies that could be generated as a result of the acquisition. The unaudited pro forma financial information is for informational purposes only and is not necessarily indicative of the results of operations that would have been achieved had the acquisition been consummated on February 1, 2020. The Successor and Predecessor periods have been combined in the pro forma for the three and nine months ended October 31, 2021 and include adjustments to reflect intangible asset amortization based on the economic values derived from definite-lived intangible assets and interest expense on the new debt financing. Other pro forma adjustments include the following: ● The adoption of ASU 2021-08 is reflected for all Successor and Predecessor periods presented for comparability. ● Gains on reorganization of $3.3 billion are excluded from results presented for the twelve months ended January 31, 2022. ● Impairment of goodwill and intangible assets recorded in April 2020 of $332.4 million has been excluded from the twelve months ended January 31, 2021. ● The pro forma results of operations exclude recapitalization and acquisition-related costs consist of professional fees for legal, investment banking and other advisor costs incurred in connection with the Predecessor’s recapitalization efforts, including the evaluation of strategic alternatives, preparation for the Chapter 11 filing and subsequent emergence in August 2020. Transaction costs related to the business combinations occurring in June 2021 are presented as if they occurred in February 2020. Other Acquisitions On June 30, 2021, the Company acquired Pluma, Inc. The acquisition enhances the Company’s leadership development offerings, adds a new modality to its blended learning model, and allows the Company to now offer a premium individualized coaching experience. Cash paid for Pluma in the Successor period was lower than the agreed upon purchase price of Pluma for $22 million due to a contractual holdback and working capital adjustment. The fair value of the net assets acquired included $17.8 million of goodwill and $8.7 million of identified intangible assets, which had a weighted average life of 7.4 years. The goodwill is not deductible for tax purposes. The business is reported as part of the Company’s Skillsoft reportable segment. Pro forma information and acquisition expenses have not been presented because such information is not material to the financial statements. Measurement Period The preliminary purchase price allocations for the acquisitions described above are based on initial estimates and provisional amounts. In accordance with ASC 805-10-25-13, if the initial accounting for a business combination is incomplete by the end of the reporting period in which the combination occurs, the acquirer shall report in its financial statements provisional amounts for the items for which the accounting is incomplete. During the measurement period, acquirer shall adjust the provisional amounts recognized at the acquisition date to reflect new information obtained about facts and circumstances that existed as of the acquisition date that, if known, would have affected the measurement of the amounts recognized as of that date. With three acquisitions during the period ended January 31, 2022, the Company continues to refine its inputs and estimates inherent in (i) deferred income taxes, and (ii) the accuracy and completeness of contingent and other liabilities.

Intangible Assets

Intangible Assets	12 Months Ended
	Jan. 31, 2022
Intangible Assets
Intangible Assets	(6) Intangible Assets Intangible assets consisted of the following (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ January 31, 2022 (Successor) ​ January 31, 2021 (Predecessor (SLH)) ​ Gross ​ ​ Net Gross ​ ​ Net ​ ​ Carrying ​ Accumulated ​ Carrying ​ Carrying ​ Accumulated ​ Carrying ​ ​ Amount ​ Amortization ​ Amount ​ Amount ​ Amortization ​ Amount Developed software/ courseware ​ $ 315,856 ​ $ 47,323 ​ $ 268,533 ​ $ 265,758 ​ $ 24,669 ​ $ 241,089 Customer contracts/ relationships ​ 386,400 ​ 12,902 ​ 373,498 ​ 279,500 ​ 3,627 ​ 275,873 Vendor relationships ​ 43,900 ​ 21,219 ​ 22,681 ​ ​ — ​ ​ — ​ ​ — Trademarks and trade names ​ 7,300 ​ 780 ​ 6,520 ​ 6,300 ​ 455 ​ 5,845 Publishing rights ​ 41,100 ​ 5,229 ​ 35,871 ​ 35,200 ​ 2,933 ​ 32,267 Backlog ​ 60,900 ​ 6,554 ​ 54,346 ​ 90,200 ​ 8,141 ​ 82,059 Skillsoft trademark ​ 84,700 ​ ​ — ​ 84,700 ​ 91,500 ​ ​ — ​ 91,500 Global Knowledge trademark ​ 25,400 ​ ​ 2,062 ​ 23,338 ​ ​ — ​ ​ — ​ ​ — Total ​ $ 965,556 ​ $ 96,069 ​ $ 869,487 ​ $ 768,458 ​ $ 39,825 ​ $ 728,633 ​ Amortization expense related to the existing finite-lived intangible assets is expected to be as follows (in thousands): ​ ​ ​ ​ Fiscal Year Amortization Expense 2023 ​ $ 168,125 2024 ​ 149,025 2025 ​ ​ 125,158 2026 ​ ​ 119,448 2027 ​ 70,764 Thereafter ​ 152,267 Total ​ $ 784,787 ​ Amortization expense related to intangible assets in the aggregate was $95.9 million for the period from June 12, 2021 through January 31, 2022 (Successor), $50.9 million for the period from February 1, 2021 through June 11, 2021 (Predecessor (SLH)), $39.8 million for the period from August 28, 2020 through January 31, 2021 (Predecessor (SLH)), $34.4 million for the period from February 1, 2020 through August 27, 2020 (Predecessor (PL)) and $96.4 million for the fiscal year ended January 31, 2020 (Predecessor (PL)). Impairment Review Requirements The Company reviews intangible assets subject to amortization if any adverse conditions exist or a change in circumstances has occurred that would indicate impairment or a change in remaining useful life. The Company reviews indefinite lived intangible assets, including goodwill, on the annual impairment test date or more frequently if there are indicators of impairment. No such indicators were present during the Successor period from June 12, 2021 through January 31, 2022 and the Predecessor (SLH) periods from February 1, 2021 through June 11, 2021 and from August 28, 2020 through January 31, 2021. Goodwill for the Predecessor (SLH) represents the excess of the reorganization value over the fair value of tangible and intangible assets in fresh start accounting. Goodwill in the Successor and Predecessor (PL) periods represented the excess of the purchase price in a business combination over the fair value of net tangible and intangible assets acquired. The Company tests goodwill for impairment on the first day of the last month of the fourth quarter (January 1) in accordance with ASC 350, Intangibles—Goodwill In connection with the impairment evaluation, the Company may first consider qualitative factors to determine whether the existence of events or circumstances indicates that it is more likely than not (i.e., a likelihood of more than 50%) that the fair value of a reporting unit is less than its carrying amount. Performing a quantitative goodwill impairment test is not necessary if an entity determines based on this assessment that it is not more likely than not that the fair value of a reporting unit is less than its carrying amount. If the Company fails or elects to bypass the qualitative assessment, the goodwill impairment test must be performed. This test requires a comparison of the carrying value of the reporting unit to its estimated fair value. If the carrying value of a reporting unit’s goodwill exceeds its fair value, an impairment loss equal to the difference is recorded, not to exceed the amount of goodwill allocated to the reporting unit. In determining reporting units, the Company first identifies its operating segments, and then assesses whether any components of these segments constitute a business for which discrete financial information is available and where segment management regularly reviews the operating results of that component. Impairment of Goodwill and Intangible Assets for the Predecessor (PL) Period Ended August 27, 2020 During the three months ended April 30, 2020, the emergence of COVID-19 as a global pandemic had an adverse impact on our business. While the online learning tools the Company offers have many advantages over traditional in person learning in the current environment, some of the Company’s customers in heavily impacted industries have sought to temporarily reduce spending, resulting in reductions in contract sizes and in some cases cancellations when such contracts have come up for renewal. In addition, identifying and pursuing opportunities for new customers became much more challenging in this environment. In addition to the uncertainty introduced by COVID-19, the Company’s over leveraged capital structure continued to create headwinds. In April 2020, the Company received temporary forbearance from its lenders due to a default on amounts owed under the Senior Credit Facility as a long-term consensual solution was being negotiated with lenders. The uncertainty around the Company’s capital structure and future ownership, continued to hurt its business, as new and existing customers displayed apprehension about the ultimate resolution of the Company’s capital structure and its impact on operations, causing delays and sometimes losses in business. The uncertainty surrounding the Company’s capital structure combined with the potential impact that COVID-19 would have on the Company and the global economy, resulted in a significant decline in the fair value of its reporting units during the first quarter ended April 30, 2020, with the impact being more significant to the SumTotal business on a relative basis due to its smaller scale and forecasted cash flow generation. As part of the Company’s evaluation of impairment indicators based on the circumstances described above as of April 30, 2020, the Company determined its SumTotal long-lived asset group failed the undiscounted cash flow recoverability test. Accordingly, the Company estimated the fair value of its individual long-lived assets to determine if any impairment charges were present. The Company’s estimation of the fair value of definite lived intangible assets included the use of discounted cash flow analyses which reflected estimates of future revenue, customer attrition rates, royalty rates, cash flows, and discount rates. Based on these analyses, the Company concluded the fair values of certain SumTotal intangible assets were lower than their current carrying values, accordingly impairment charges of $62.3 million were recognized in the three months ended April 30, 2020 (Predecessor (PL)). In light of the circumstances above, management also concluded that a triggering event had occurred with respect to the Company’s indefinite-lived Skillsoft trade name as of April 30, 2020. Accordingly, the Company estimated the fair value of the Skillsoft trade name using a discounted cash flow analysis which reflected estimates of future revenue, royalty rates, cash flows, and discount rates. Based on this analysis, the Company concluded the carrying value of the Skillsoft trade name exceeded its fair value, resulting in an impairment charge of $92.2 million in the three months ended April 30, 2020 (Predecessor (PL)). In accordance with ASC 350, for goodwill the Company determined triggering events had occurred and performed an impairment test as of April 30, 2020 that compared the estimated fair value of each reporting unit to their respective carrying values. The prospective financial information used for fiscal years 2021, 2022 and 2023 for these impairment tests was consistent with financial projections included in the Plan of Reorganization and future growth rates tracked to terminal growth rate assumptions. The Company considered the results of both a discounted cash flow (“DCF”) analysis and an EBITDA multiple approach. The Company also considered observable debt trading prices for the debt jointly borrowed by its parent entity and the Company’s subsidiary, Skillsoft Corporation, however, by the end of March 2020, most holders were restricted from trading in anticipation of a restructuring and market prices after that period were therefore less reliable. The results of the impairment tests performed indicated that the carrying value of the Skillsoft and SumTotal reporting units exceeded their estimated fair values determined by the Company. Based on the results of the goodwill impairment testing procedures, the Company recorded a $107.9 million goodwill impairment for the Skillsoft reporting unit and a $70.0 million goodwill impairment for the SumTotal reporting unit. In total, as described in detail above, the Company recorded $332.4 million of goodwill and intangible asset impairment charges for the three months ended April 30, 2020 (Predecessor (PL)), consisting of (i) $62.3 million of impairments of SumTotal definite-lived intangible assets, (ii) an $92.2 million impairment of the Skillsoft trade name, (iii) a $107.9 million goodwill impairment for the Skillsoft reporting unit and (iv) a $70.0 million goodwill impairment for the SumTotal reporting unit. The Company believes that its procedures for estimating gross future cash flows for each intangible asset are reasonable and consistent with current market conditions for each of the dates when impairment testing was performed. Goodwill Impairment for the Fiscal Year Ended January 31, 2020 (Predecessor (PL)) During the fiscal year ended January 31, 2020, the Company faced significant market competition. In addition, while the Company continued to make significant investments in contemporary products such as Percipio, attrition rates on legacy products like Skillport remained high. On top of market and competitive dynamics, the Company’s over leveraged capital structure also created additional headwinds. With significant debt maturities in 2021 and 2022, and related downgrades from rating agencies, concerns over the capital structure began to hurt the Company’s business, as new and existing customers displayed apprehension about the ultimate resolution of the Company’s capital structure and its impact on operations, causing delays and sometimes losses in business. The capital structure and heavy debt service also constrained investments in areas such as marketing, where spending was considerably lower than the Company’s competitors, resulting in additional pressure on retaining and attracting customers. The combination of the factors resulted in lower bookings, revenue, profitability and free cash flow generation during the twelve months ended January 31, 2020. In addition, the lower customer base, combined with larger expenditures that would be necessary in marketing activities going forward, resulted in lower expected future cash flows and growth rates going forward. ​ As part of the Company’s evaluation of impairment indicators, described further below, for the year ended January 31, 2020, the Company determined its long-lived asset groups failed the undiscounted cash flow recoverability tests. Accordingly, the Company estimated the fair value of its individual long-lived assets to determine potential impairment charges. The Company’s estimation of the fair value of definite lived intangible assets included the use of discounted cash flow analyses which reflected estimates of future revenue, customer attrition rates, royalty rates, cash flows, and discount rates. Based on these analyses, the Company concluded the fair values of the individual long-lived assets exceeded their current carrying values, accordingly no impairment was recognized for these assets for the year ended January 31, 2020 ​ In accordance with ASC 350, the Company performed an impairment test that compared the estimated fair value of each reporting unit to their respective carrying values. Management considered the results of both a DCF analysis and an EBITDA multiple approach, similar to prior periods. The Company also considered observable debt trading prices for the debt jointly borrowed by its parent entity and its subsidiary, Skillsoft Corporation, after adjusting for a control premium. The results of the impairment tests performed indicated that the carrying values of the Skillsoft and SumTotal reporting units exceeded their estimated fair values determined by the Company. Based on the results of the Company’s impairment testing, the Company recorded $440.6 million of goodwill impairment charges in the fiscal year ended January 31, 2020, including $321.3 million for the Skillsoft reporting unit and $119.3 million for the SumTotal reporting unit. ​ A roll forward of goodwill is as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Description Skillsoft SumTotal GK Consolidated Goodwill, net January 31, 2019 (Predecessor (PL)) ​ $ 1,434,047 ​ $ 260,266 ​ $ — ​ $ 1,694,313 Foreign currency translation adjustment ​ ​ 113 ​ ​ (6) ​ ​ — ​ ​ 107 Impairment of goodwill ​ ​ (321,340) ​ ​ (119,258) ​ ​ — ​ ​ (440,598) Goodwill, net January 31, 2020 (Predecessor (PL)) ​ $ 1,112,820 ​ $ 141,002 ​ $ — ​ $ 1,253,822 Foreign currency translation adjustment ​ ​ (158) ​ ​ (4) ​ ​ — ​ ​ (162) Impairment of goodwill ​ ​ (107,934) ​ ​ (69,952) ​ ​ — ​ ​ (177,886) Canada deconsolidation ​ ​ (5,100) ​ ​ — ​ ​ — ​ ​ (5,100) Goodwill, net August 27, 2020 (Predecessor (PL)) ​ $ 999,628 ​ $ 71,046 ​ $ — ​ $ 1,070,674 Impact of Fresh-Start reporting ​ ​ (507,843) ​ ​ (67,696) ​ ​ — ​ ​ (575,539) Goodwill, net August 28, 2020 (Predecessor (SLH)) ​ ​ 491,785 ​ ​ 3,350 ​ ​ — ​ ​ 495,135 Foreign currency translation adjustment ​ ​ (131) ​ ​ — ​ ​ — ​ ​ (131) Goodwill, net January 31, 2021 (Predecessor SLH) ​ $ 491,654 ​ $ 3,350 ​ $ — ​ $ 495,004 Foreign currency translation adjustment ​ (135) ​ ​ — ​ ​ — ​ (135) Goodwill, net June 11, 2021 (Predecessor SLH) ​ 491,519 ​ 3,350 ​ — ​ $ 494,869 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Acquisition of Skillsoft and GK ​ ​ 659,667 ​ ​ 75,065 ​ ​ 116,413 ​ ​ 851,145 Foreign currency translation adjustment ​ (47) ​ (110) ​ ​ (623) ​ (780) Acquisition of Pluma ​ 14,892 ​ ​ — ​ ​ — ​ 14,892 Measurement period adjustments ​ 3,036 ​ ​ 738 ​ ​ (479) ​ 3,295 Measurement period adjustments - (Pluma) ​ ​ 2,952 ​ ​ — ​ ​ — ​ ​ 2,952 Goodwill, net January 31, 2022(Successor) ​ $ 680,500 ​ $ 75,693 ​ $ 115,311 ​ $ 871,504 ​ Goodwill at January 31, 2022 (Successor) and January 31, 2021 (Predecessor (SLH)), for the Skillsoft segment was $680.6 Goodwill at January 31, 2022 (Successor) and January 31, 2021 (Predecessor (SLH)), for the SumTotal segment was $75.7 million and $3.4 million, respectively. There were no accumulated impairment losses for the SumTotal segment at January 31, 2022 (Successor) and January 31, 2021 (Predecessor (SLH)). Goodwill at January 31, 2022 (Successor), for the Global Knowledge segment was $105.2 million. There were no accumulated impairment losses for the Global Knowledge segment at January 31, 2022.

Property and Equipment

Property and Equipment	12 Months Ended
	Jan. 31, 2022
Property and Equipment
Property and Equipment	(7) Property and Equipment Property and equipment consists of the following (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Successor Predecessor (SLH) ​ ​ January 31, 2022 ​ ​ January 31, 2021 Computer equipment ​ $ 13,181 ​ ​ $ 12,455 ​ Furniture and fixtures ​ ​ 3,076 ​ ​ ​ 1,894 ​ Leasehold improvements ​ ​ 4,785 ​ ​ ​ 3,383 ​ Construction in progress ​ ​ 2,732 ​ ​ ​ — ​ ​ ​ ​ 23,774 ​ ​ ​ 17,732 ​ Less accumulated depreciation and amortization ​ ​ (5,690) ​ ​ (3,952) ​ ​ ​ $ 18,084 ​ ​ $ 13,780 ​ ​ Construction in progress at January 31, 2022 and 2021 consisted primarily of costs related to the purchase of certain assets that have not yet been put into service. Depreciation expense related to property and equipment was $7.0 million, $3.6 million $3.6 million, $5.9 million, and $9.7 million for the period from June 12, 2021 through January 31, 2022 ( Successor ), the period from February 1, 2021 through June 11, 2021 ( Predecessor (SLH)), the period from August 28, 2020 through January 31, 2021 ( Predecessor (SLH)), the period February 1, 2020 through August 27, 2020 ( Predecessor (PL)),

Taxes

Taxes	12 Months Ended
	Jan. 31, 2022
Taxes
Taxes	(8) Taxes Significant components of the income tax benefit (provision) consist of the following (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Fiscal 2022 ​ Fiscal 2021 ​ ​ ​ ​ ​ Successor ​ ​ Predecessor (SLH) ​ Predecessor (SLH) ​ ​ Predecessor (PL) ​ Predecessor (PL) ​ ​ From ​ ​ From ​ From ​ ​ From ​ ​ ​ ​ June 12, 2021 to ​ ​ February 1, 2021 ​ August 28, 2020 ​ ​ February 1, 2020 ​ Fiscal year ended ​ January 31, 2022 ​ ​ to June 11, 2021 January 31, 2021 ​ to August 27, 2020 ​ January 31, 2020 CURRENT: ​ ​ ​ ​ ​ ​ ​ ​ ​ Federal ​ $ (14,501) ​ ​ $ 22,113 ​ $ 410 ​ ​ $ 477 ​ $ 1,436 State ​ ​ (7,215) ​ ​ ​ 5,893 ​ ​ 603 ​ ​ ​ 111 ​ ​ 969 Foreign ​ ​ 2,148 ​ ​ ​ 1,379 ​ ​ 194 ​ ​ ​ 1,633 ​ ​ 3,048 Current tax provision ​ ​ (19,568) ​ ​ ​ 29,385 ​ ​ 1,207 ​ ​ ​ 2,221 ​ ​ 5,453 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ DEFERRED: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Federal ​ ​ 17,030 ​ ​ ​ (20,245) ​ ​ (15,367) ​ ​ ​ 18,733 ​ ​ (708) State ​ ​ 7,040 ​ ​ ​ (7,266) ​ ​ (3,899) ​ ​ ​ (1,477) ​ ​ (1,985) Foreign ​ ​ (9,645) ​ ​ ​ (5,582) ​ ​ (3,875) ​ ​ ​ 48,978 ​ ​ 8,452 Deferred tax (benefit) / provision ​ 14,425 ​ ​ ​ (33,093) ​ ​ (23,141) ​ ​ 66,234 ​ 5,759 Income tax (benefit) / provision ​ $ (5,143) ​ ​ $ (3,708) ​ $ (21,934) ​ ​ $ 68,455 ​ $ 11,212 ​ Current tax benefit for the period from June 12, 2021 through January 31, 2022 (Successor) of $19.6 Current tax expense for the period from February 1, 2021 through June 11, 2021 (Predecessor (SLH)) of $29.4 $33.1 Current tax benefit for the period from August 28, 2020 through January 31, 2021 (Predecessor (SLH)) of $1.2 million primarily relates to state income taxes on operating profits generated in certain state jurisdictions during the period. The federal current tax expense for the Predecessor (SLH) period was not significant due to net operating loss carryforwards that were available to offset taxable income since the reduction in certain tax attributes and tax basis in certain assets occurs on the last day of the tax year (i.e. January 31, 2021) in which the bankruptcy occurred. Deferred tax benefit for the period from August 28, 2020 through January 31, 2021 (Predecessor (SLH)) of $23.1 million primarily relates to the reversal of temporary differences created by basis differences in intangible assets and deferred revenue recorded in fresh-start accounting. Current tax expense for the period from February 1, 2020 through August 27, 2020 (Predecessor (PL)) of $2.2 million primarily consists of other foreign location current taxes payable at countries which serve as limited risk distributors of the Company’s intellectual property as well state taxes for separate state tax filings and unitary state tax provision to return adjustments. Deferred tax provision for the period from February 1, 2020 through August 27, 2020 (Predecessor (PL)) of $66.2 million primarily resulted from the recognition of $73.4 million in consolidated tax expense from fresh-start accounting and reorganization items described above being partially offset by a tax benefit recognized upon impairment of the indefinite lived tradename asset. Current tax expense for the fiscal year ended January 31, 2020 of $5.4 $5.7 The following table presents the U.S. and foreign components of (loss) income before income taxes (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Fiscal 2022 ​ Fiscal 2021 ​ ​ ​ ​ ​ Successor ​ ​ Predecessor (SLH) ​ Predecessor (SLH) ​ ​ Predecessor (PL) ​ Predecessor (PL) ​ ​ From ​ ​ From ​ From ​ ​ From ​ ​ ​ ​ June 12, 2021 to ​ ​ February 1, 2021 ​ August 28, 2020 ​ ​ February 1, 2020 ​ Fiscal year ended ​ January 31, 2022 ​ ​ to June 11, 2021 January 31, 2021 ​ to August 27, 2020 ​ January 31, 2020 Domestic ​ $ (3,385) ​ ​ $ (19,928) ​ $ (86,333) ​ ​ $ 364,827 ​ $ (197,600) Foreign ​ ​ (48,564) ​ ​ ​ (33,044) ​ ​ (29,323) ​ ​ ​ 2,467,640 ​ ​ (640,393) (Loss) income before income taxes ​ $ (51,949) ​ ​ $ (52,972) ​ $ (115,656) ​ ​ $ 2,832,467 ​ $ (837,993) ​ A reconciliation of the relevant statutory rate to the Company’s effective tax rate is as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Fiscal 2022 ​ Fiscal 2021 ​ ​ ​ ​ ​ Successor ​ ​ Predecessor (SLH) ​ Predecessor (SLH) ​ ​ Predecessor (PL) ​ Predecessor (PL) ​ ​ From ​ ​ From ​ From ​ ​ From ​ ​ ​ ​ June 12, 2021 to ​ ​ February 1, 2021 ​ August 28, 2020 ​ ​ February 1, 2020 ​ Fiscal year ended ​ January 31, 2022 ​ ​ to June 11, 2021 January 31, 2021 ​ to August 27, 2020 ​ January 31, 2020 Income tax provision (benefit) at United States (21.0%) / Luxembourg statutory rate (24.5%) / Irish Statutory rate (12.5%) ​ ​ (21.0)% ​ ​ ​ (24.9)% ​ ​ (24.9)% ​ ​ ​ 12.5% ​ ​ (12.5)% Increase (decrease) in tax resulting from: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ US State income taxes, net of federal benefit ​ ​ (12.0)% ​ ​ ​ (2.1)% ​ ​ (5.7)% ​ ​ ​ 0.2% ​ ​ (0.2)% Foreign rate differential ​ ​ 7.2% ​ ​ ​ 10.1% ​ ​ 6.1% ​ ​ ​ (0.2)% ​ ​ (1.9)% Global Intangible Low-Taxed Income ​ ​ (1.4)% ​ ​ ​ 0.2% ​ ​ 0.0% ​ ​ ​ 0.0% ​ ​ 0.0% Non-deductible expenses ​ ​ 0.7% ​ ​ ​ 0.4% ​ ​ 0.5% ​ ​ ​ 0.3% ​ ​ 1.3% Non-deductible interest ​ ​ (3.2)% ​ ​ ​ 0.0% ​ ​ 0.0% ​ ​ ​ 0.1% ​ ​ 0.0% Non-deductible officer compensation ​ ​ 4.7% ​ ​ ​ 0.0% ​ ​ 0.5% ​ ​ ​ 0.0% ​ ​ 0.0% Warrants ​ ​ (7.1)% ​ ​ ​ 0.0% ​ ​ (0.6)% ​ ​ ​ 0.0% ​ ​ 0.0% Transaction costs ​ ​ 3.0% ​ ​ ​ 0.1% ​ ​ (7.6)% ​ ​ ​ 0.0% ​ ​ 0.0% Unrecognized tax benefit ​ ​ 9.3% ​ ​ ​ (2.5)% ​ ​ (0.4)% ​ ​ ​ 0.0% ​ ​ 0.2% Change in valuation allowance ​ ​ 12.9% ​ ​ ​ 6.4% ​ ​ 3.6% ​ ​ ​ (4.2)% ​ ​ 5.5% Impairment of goodwill ​ ​ 0.0% ​ ​ ​ 0.0% ​ ​ 0.0% ​ ​ ​ 1.0% ​ ​ 7.9% Reorganization and fresh start adjustments ​ ​ 0.0% ​ ​ ​ 0.0% ​ ​ 9.7% ​ ​ ​ (8.1)% ​ ​ 0.0% Return to provision adjustment ​ ​ (2.6)% ​ ​ ​ 5.1% ​ ​ 0.0% ​ ​ ​ 0.7% ​ ​ 0.0% Other ​ ​ (0.4)% ​ ​ ​ 0.2% ​ ​ 0.1% ​ ​ ​ 0.1% ​ ​ 1.2% Effective tax rate - provision (benefit) ​ ​ (9.9)% ​ ​ ​ (7.0)% ​ ​ (18.7)% ​ ​ ​ 2.4% ​ ​ 1.5% ​ Deferred income taxes are provided for the effects of temporary differences between the amounts of assets and liabilities recognized for financial reporting purposes and the amounts recognized for income tax purposes. Significant components of the Company’s deferred tax assets and liabilities as of the periods presented were as follows (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Successor Predecessor (SLH) ​ ​ January 31, 2022 ​ ​ January 31, 2021 ASSETS: ​ ​ ​ ​ ​ ​ ​ Net operating loss carryforwards ​ $ 78,901 ​ ​ $ 13,517 Deferred interest expense ​ 55,653 ​ ​ 35,852 Reserves and accruals ​ 18,048 ​ ​ 9,038 Lease liabilities ​ ​ 3,381 ​ ​ ​ 3,862 Tax credits ​ ​ 880 ​ ​ ​ 99 Transaction costs ​ ​ 5,987 ​ ​ ​ 19,532 Other intangibles ​ ​ — ​ ​ ​ 3,505 Gross deferred tax assets ​ ​ 162,850 ​ ​ ​ 85,405 Less: Valuation allowance ​ ​ (125,196) ​ ​ ​ (45,567) Net deferred tax assets ​ $ 37,654 ​ ​ $ 39,838 LIABILITIES: ​ ​ ​ ​ ​ ​ ​ Intangibles ​ $ (121,499) ​ ​ $ (99,587) Property and equipment, net ​ ​ (7,283) ​ ​ ​ (2,971) Accrued Interest ​ ​ (4,007) ​ ​ ​ (4,522) Right-of-use asset ​ ​ (3,169) ​ ​ ​ (3,141) Deferred revenue ​ ​ — ​ ​ ​ (6,199) Other ​ ​ (1,607) ​ ​ ​ (4,426) Gross deferred tax liabilities ​ ​ (137,565) ​ ​ ​ (120,846) Total net deferred tax liabilities, net ​ $ (99,911) ​ ​ $ (81,008) ​ In assessing the realization of deferred tax assets, the Company considers whether it is more likely than not that some portion or all of the deferred tax assets will not be realized. The Company considered the scheduled reversal of deferred tax assets and liabilities in assessing the realization of deferred tax assets. Based on this assessment, the Company determined that it is more likely than not that the deferred tax assets in certain significant jurisdictions including Canada, France, Ireland, and the United States, will not be realized to the extent they exceed reversal of deferred tax liabilities. As of January 31, 2022, the Company had tax effected NOLs of $83.3 million, comprised of $36.8 million for U.S. federal taxes, $16.5 million for U.S. state and local taxes and $30.0 million for the rest of the world. The aforementioned NOLs do not include uncertain tax positions. The U.S. state and local taxes NOL carryforwards expire at various dates through 2031. Certain U.S. federal, state and foreign location NOL carryforwards are not subject to expiration, while the remainder, if not utilized, will substantially expire at various dates through 2041. As of January 31, 2022, the Company had tax effected U.S. interest expense carryforwards of $54.1 million, majority of which are subject to limitation pursuant to Section 382. ​ As of January 31, 2022, there were $14.3 million of unrecognized tax benefits (“UTBs”) associated with uncertain tax positions and an additional $0.8 million of accrued interest and penalties, all of which, if recognized, would affect the Company’s effective tax rate. The Company accounts for interest and penalties related to uncertain tax positions as part of its provision for income taxes. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Fiscal 2022 ​ Fiscal 2021 ​ ​ ​ ​ ​ Successor ​ ​ Predecessor (SLH) ​ Predecessor (SLH) ​ ​ Predecessor (PL) ​ Predecessor (PL) ​ ​ From ​ ​ From ​ From ​ ​ From ​ ​ ​ ​ June 12, 2021 to ​ ​ February 1, 2021 ​ August 28, 2020 ​ ​ February 1, 2020 ​ Fiscal year ended ​ January 31, 2022 ​ ​ to June 11, 2021 January 31, 2021 ​ to August 27, 2020 ​ January 31, 2020 Unrecognized tax benefits, beginning balances ​ $ 3,115 ​ ​ $ 3,918 ​ $ 3,768 ​ ​ $ 3,773 ​ $ 2,081 Increases for tax positions taken during the current period ​ ​ 6,161 ​ ​ ​ — ​ ​ — ​ ​ ​ — ​ ​ — Increases for tax positions taken during a prior period ​ ​ 5,975 ​ ​ ​ — ​ ​ 37 ​ ​ ​ 35 ​ ​ 1,987 Decreases for tax positions taken during a prior period ​ ​ — ​ ​ ​ (788) ​ ​ — ​ ​ ​ (40) ​ ​ (295) Other ​ ​ (64) ​ ​ ​ (15) ​ ​ 452 ​ ​ ​ — ​ ​ — Decreases resulting from the expiration of statute of limitations ​ ​ (847) ​ ​ ​ — ​ ​ (339) ​ ​ ​ — ​ ​ — Unrecognized tax benefits, ending balance ​ $ 14,340 ​ ​ $ 3,115 ​ $ 3,918 ​ ​ $ 3,768 ​ $ 3,773 ​ In the ordinary course of business, the Company’s income tax returns are subject to examination by the tax authorities in certain jurisdictions including the United States and Ireland. With exceptions, the Company is no longer subject to income tax examination for years before 2018 in these material jurisdictions. ​ The Tax Cuts & Jobs Act of 2017 created a new requirement that certain income earned by foreign subsidiaries, known as global intangible low-tax income (GILTI), must be included in the gross income of their U.S. shareholder. The FASB allows an accounting policy election of either recognizing deferred taxes for temporary differences expected to reverse as GILTI in future years or recognizing such taxes as a current-period expense when incurred. The Company has elected to treat the tax effect of GILTI as a current-period expense when incurred. ​ The Company generally considers the excess of its financial reporting over its tax basis in its investment in foreign subsidiaries to be essentially permanent in duration and has not computed or recorded significant taxes on repatriations of the earnings of its foreign subsidiaries. As a result of the one-time repatriation tax on foreign earnings required under the 2017 U.S. Tax Cuts and Jobs Act, the prior earnings of its foreign subsidiaries were deemed repatriated. The Company did not record a deferred tax liability for earnings of foreign subsidiaries for the period June 12, 2021 through January 31, 2022 (Successor), the period February 1, 2021 through June 11, 2021 (Predecessor), August 28, 2020 through January 31, 2021 (FY21 Successor), the period February 1, 2020 through August 27, 2020 (FY21 Predecessor) and the fiscal year ended January 31, 2020 as the Company is permanently reinvested in these jurisdictions. Provisions have not been made for income taxes on approximately $2,556 million of undistributed earnings at January 31, 2022 in foreign subsidiaries that were deemed permanently reinvested. Determination of the amount of unrecognized deferred income tax liabilities on these earnings is not practicable because such liability, if any, depends on certain circumstances existing if and when remittance occurs. A deferred tax liability will be recognized if and when the Company no longer plans to permanently reinvest these undistributed earnings. ​ On March 27, 2020, the Coronavirus Aid, Relief and Economic Security (“CARES”) Act was enacted and signed into law. Certain provisions of the CARES Act impacted the FY22, FY21 and FY20 income tax provision computations of the Company. The CARES Act contains modifications on the limitation of business interest for tax years beginning in 2019 and 2020. The modifications to Section 163(j) increase the allowable business interest deduction from 30% of adjusted taxable income to 50% of adjusted taxable income. This modification increased the Company’s allowable interest expense deduction. ​ In December 2019, the FASB issued ASU No. 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes, as part of its initiative to reduce complexity in the accounting standards. The amendments in the ASU include removal of certain exceptions to the general principles in Topic 740 related to recognizing deferred taxes for investments, performing intraperiod tax allocation and calculating income taxes in an interim period. The ASU also clarifies and simplifies other aspects of the accounting for income taxes, including the recognition of deferred tax liabilities for outside basis differences. The amendments in this ASU are effective for annual periods in fiscal years beginning after December 15, 2020, and interim periods therein. The adoption of this standard does not have a material impact to its consolidated financial statements.

Prepaid Expenses and Other Curr

Prepaid Expenses and Other Current Assets	12 Months Ended
	Jan. 31, 2022
Prepaid Expenses and Other Current Assets
Prepaid Expenses and Other Current Assets	(9) Prepaid Expenses and Other Current Assets Prepaid expense and other current assets in the accompanying consolidated balance sheets consist of the following (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ Successor Predecessor (SLH) ​ ​ January 31, 2022 ​ ​ January 31, 2021 Deferred commission costs – current ​ $ 8,502 ​ ​ $ 3,147 Reclaimable tax ​ ​ 11,359 ​ ​ ​ 9,927 Prepaid software maintenance costs ​ ​ 6,818 ​ ​ 8,587 Prepaid royalties ​ 3,139 ​ ​ 2,958 Prepaid insurance costs ​ 2,608 ​ ​ 752 Prepaid employee benefits ​ ​ 2,567 ​ ​ ​ 1,620 Other Prepaid expenses ​ 5,028 ​ ​ 2,336 Course material ​ ​ 548 ​ ​ ​ — Deposits ​ ​ 633 ​ ​ ​ — Other receivables ​ ​ 4,602 ​ ​ ​ 964 Other current asset ​ ​ 33 ​ ​ ​ 35 Total prepaid expenses and other current assets ​ $ 45,837 ​ ​ $ 30,326 ​

Other Assets

Other Assets	12 Months Ended
	Jan. 31, 2022
Other Assets
Other Assets	(10) Other Assets Other assets in the accompanying consolidated balance sheets consist of the following (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ Successor Predecessor (SLH) ​ ​ January 31, 2022 ​ ​ January 31, 2021 Deferred commission costs – non-current ​ $ 8,415 ​ ​ $ 4,437 Deposits ​ ​ 4,259 ​ ​ ​ 1,618 Other ​ ​ 3,051 ​ ​ 2,581 Total other assets ​ $ 15,725 ​ ​ $ 8,636 ​

Accrued Expenses

Accrued Expenses	12 Months Ended
	Jan. 31, 2022
Accrued Expenses
Accrued Expenses	(11) Accrued Expenses Accrued expenses in the accompanying consolidated balance sheets consisted of the following (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ Successor Predecessor (SLH) ​ ​ January 31, 2022 ​ ​ January 31, 2021 Professional fees ​ $ 9,529 ​ ​ $ 8,832 Accrued sales tax/VAT ​ ​ 8,902 ​ ​ ​ 5,379 Accrued royalties ​ ​ 2,959 ​ ​ 2,152 Accrued tax ​ 7,801 ​ ​ 2,634 Accrued interest ​ 6,730 ​ ​ 491 Accrued Virtual, on-demand and classroom related costs ​ 5,777 ​ ​ ​ — Accrued accounts payable ​ ​ 3,073 ​ ​ ​ — Refundable payments ​ ​ 2,546 ​ ​ ​ — Other accrued liabilities ​ 3,700 ​ ​ 3,637 Total accrued expenses ​ $ 51,017 ​ ​ $ 23,125 ​

Restructuring

Restructuring	12 Months Ended
	Jan. 31, 2022
Restructuring
Restructuring	(12) Restructuring In connection with strategic initiatives implemented during the period ended January 31, 2022 (Successor), June 11, 2021 (Predecessor (SLH)), January 31, 2021 (Predecessor (SLH)), August 27, 2020 (Predecessor (PL)) and January 31, 2020 (Predecessor (PL), the Company’s management approved and initiated plans to reduce its cost structure and better align operating expenses with existing economic conditions and the Company’s operating model. The Company recorded $3.7 million of restructuring charges during the period from June 12, 2021 through January 31, 2022 (Successor) and recorded a credit of $0.7 million during the period from February 1, 2021 through June 11, 2021 (Predecessor (SLH)). The Company recorded charges of $4.3 million for the period from August 28, 2020 through January 31, 2021 (Predecessor (SLH)), $1.2 million for the period from February 1, 2020 through August 27, 2020 (Predecessor (PL)) and $1.9 million for the fiscal year ended January 31, 2020, which is included in the statement of operations as restructuring. Substantially all of this charge represents the severance costs of terminated employees.

Employee Benefit Plan

Employee Benefit Plan	12 Months Ended
	Jan. 31, 2022
Employee Benefit Plan
Employee Benefit Plan	(13) Employee Benefit Plan The Company has a 401(k) plan covering all US-based employees of the Company who have met certain eligibility requirements. Under the terms of the 401(k) plan, the employees may elect to make tax-deferred contributions to the 401(k) plan. In addition, the Company may make discretionary contributions to the 401(k) plan. Under this plan, contributions of approximately $2.3 million, $1.3 million, $1.5 million, $2.0 million, and $3.5 million were made for the period from June 12, 2021 through January 31, 2022 (Successor), the period from February 1, 2021 through June 11, 2021 (Predecessor (SLH)), the period from August 28, 2020 through January 31, 2021 (Predecessor (SLH)), the period from February 1, 2020 through August 27, 2020 (Predecessor (PL)), and fiscal year ended January 31, 2020, respectively. In addition, the Company has various retirement and post-employment plans covering certain international employees. Certain of the plans allow the Company to match employee contributions up to a specified percentage as defined by the plans. Under these plans, contributions of approximately $2.8 million, $0.5 million, $0.6 million, $0.7 million, and $1.1 million, were made for the period from June 12, 2021 through January 31, 2022 (Successor), the period from February 1, 2021 through June 11, 2021 (Predecessor (SLH)), the period from August 28, 2020 through January 31, 2021 (Predecessor (SLH)), the period from February 1, 2020 through August 27, 2020 (Predecessor (PL)), and fiscal year ended January 31, 2020, respectively.

Leases, Commitments and Conting

Leases, Commitments and Contingencies	12 Months Ended
	Jan. 31, 2022
Leases, Commitments and Contingencies
Leases, Commitments and Contingencies	(14) Leases, Commitments and Contingencies Leases The Company measured Skillsoft and Global Knowledge’s legacy lease agreements as if the leases were new at the acquisition date and applied the provisions of Topic 842. This resulted in the recognition of right-of-use (ROU) assets and lease liabilities of $20.4 million and $20.7 million, respectively, as of January 31, 2022. All leases are classified as operating leases, except an equipment lease agreement for the Company’s hosting services and storage, which qualifies as finance lease under U.S. GAAP, and ended on December 31, 2021. The Company’s lease portfolio includes office space, training centers, equipment and vehicles to support its research and development activities, sales operations and other corporate and administrative functions in North America, Europe and Asia. The Company’s leases have remaining terms of one year to twelve years. Some of the Company’s leases include options to extend or terminate the lease prior to the end of the agreed upon lease term. For purposes of calculating lease liabilities, lease terms include options to extend terminate the lease Operating lease ROU assets and liabilities are recognized based on the present value of the future minimum lease payments over the expected lease term. As the Company’s operating leases generally do not provide an implicit rate, the Company uses an estimated incremental borrowing rate in determining the present value of future payments. The incremental borrowing rate represents an estimate of the interest rate the Company would incur at the acquisition date to borrow an amount equal to the lease payments on a collateralized basis over the term of a lease within a particular location and currency environment. The Company used a weighted average incremental borrowing rate of 6.12% as of June 11, 2021, the acquisition date, for its operating leases that commenced prior to that date. The Company used an implicit rate provided in the equipment lease agreement for its finance lease in determining the present value of future payments. The Company elected the package of practical expedients permitted under the transition guidance which were applied consistently to all of the Company’s leases that commenced before the acquisition date. The Company also elected the short-term lease recognition exemption for all qualifying leases, where ROU assets and lease liabilities are not recognized for leases with the remaining terms of less than one year. The operating leases are included in the caption “Right of use assets”, “Lease Liabilities”, and “Long-term lease liabilities” on the Company’s consolidated balance sheets as of January 31, 2022. There is no finance lease related asset and liability balance as of January 31, 2022 since the equipment lease agreement for the Company’s hosting services and storage ended on December 31, 2021. The weighted-average remaining lease term of the Company’s operating leases is 5.5 years. Lease costs for minimum lease payments are recognized on a straight-line basis over the lease term. The lease costs were $2.1 million and related cash payments were $2.3 million for the period from February 1, 2021 to June 11, 2021 (Predecessor (SLH)). The lease costs were $7.8 million and related cash payments were $7.3 million for the period from June 12, 2021 to January 31, 2022 (Successor). The lease costs were $3.9 million and related cash payments were $3.6 million for the period from February 1, 2020 to August 27, 2020 (Predecessor (PL)). The lease costs were $2.7 million and related cash payments were $2.7 million for the period from August 28, 2020 to January 31, 2021 (Predecessor (SLH)). Lease costs are included within content and software development, selling and marketing, and general and administrative lines on the consolidated statements of operations, and the operating leases related cash payments were included in the operating cash flows and the finance lease related cash payments were included in the financing cash flows on the consolidated statements of cash flows. Short-term lease costs and variable lease costs are not material. The table below reconciles the undiscounted future minimum lease payments under non-cancellable leases to the total lease liabilities recognized on the consolidated balance sheets as of January 31, 2022 (Successor): ​ ​ ​ ​ Fiscal Year Ended January 31 (in thousands): Operating Leases 2023 ​ $ 7,941 2024 ​ 4,758 2025 ​ ​ 3,308 2026 ​ ​ 1,470 2027 ​ 1,201 Thereafter ​ 4,989 Total future minimum lease payments ​ 23,667 Less effects of discounting ​ (3,417) Total lease liabilities ​ $ 20,250 ​ ​ ​ ​ Reported as of January 31, 2022 ​ Lease liabilities ​ $ 6,895 Long-term lease liabilities ​ 13,355 Total lease liabilities ​ $ 20,250 ​ Litigation From time to time, the Company is a party to or may be threatened with litigation in the ordinary course of its business. The Company regularly analyzes current information, including, as applicable, the Company’s defense and insurance coverage and, as necessary, provides accruals for probable and estimable liabilities for the eventual disposition of these matters. In connection with the Skillsoft Merger, two lawsuits were filed by Churchill shareholders alleging breaches of fiduciary duty and violations of the disclosure requirements of the Securities Exchange Act of 1934, as amended. These lawsuits were dismissed as of July 6, 2021, and July 7, 2021, respectively, following the completion of the Skillsoft Merger on June 11, 2021. On March 14, 2022, a putative Company stockholder filed a complaint in the United States District Court for the Eastern District of New York, captioned Newton v. Skillsoft Corp., et al., No. 1:22-cv-01383 (E.D.N.Y.), against the Company and the members of its Board of Directors. The complaint generally alleges that the definitive proxy statement filed by the Company with the SEC in connection with the proposed Codecademy acquisition contains misstatements and omissions in violation of Section 14(a) of the Securities Exchange Act of 1934 and Rule 14a-9 promulgated thereunder by the SEC. The complaint seeks, among other things, equitable relief and an award of attorneys’ fees and expenses. In addition, the Company has received six demand letters from putative stockholders asserting similar claims. The items noted above, and any potential liability, do not currently meet the accounting criteria of probable and estimable. Therefore the Company has not accrued any related liability as of January 31, 2022. Guarantees The Company’s software license arrangements and hosting services are typically warranted to perform in a manner consistent with general industry standards that are reasonably applicable and substantially in accordance with the Company’s product documentation under normal use and circumstances. The Company’s arrangements also include certain provisions for indemnifying customers against liabilities if its products or services infringe a third party’s intellectual property right. The Company has entered into service level agreements with some of its hosted application customers warranting certain levels of uptime reliability and such agreements permit those customers to receive credits against monthly hosting fees or terminate their agreements in the event that the Company fails to meet those levels for an agreed upon period of time. To date, the Company has not incurred any material costs as a result of such indemnifications or commitments and has not accrued any liabilities related to such obligations in the accompanying consolidated financial statements.

Long-Term Debt

Long-Term Debt	12 Months Ended
	Jan. 31, 2022
Long-Term Debt
Long-Term Debt	(15) Long-Term Debt Debt consisted of the following (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ Successor ​ Predecessor (SLH) ​ ​ January 31, 2022 ​ ​ January 31, 2021 Term Loan - current portion ​ $ 4,800 ​ ​ $ 5,200 Current maturities of long-term debt ​ $ 4,800 ​ ​ $ 5,200 ​ ​ ​ ​ ​ ​ ​ ​ Term Loan - long-term portion ​ ​ 474,000 ​ ​ ​ 514,800 Less: Fresh-Start Reporting Fair Value Adjustment ​ — ​ ​ ​ (4,564) Less: Original Issue Discount - long-term portion ​ (6,724) ​ ​ ​ — Less: Deferred Financing Costs - long-term portion ​ (5,091) ​ ​ ​ — Long-term debt ​ $ 462,185 ​ ​ $ 510,236 ​ Exit Credit Facility (Predecessor (SLH)) Upon emergence from Chapter 11, the Company entered into the Exit Credit Facility of $520 million consisting of (i) a $110 million super senior term loan facility, the First Out Term Loan due in December 2024, and (ii) a $410 million first lien, second-out term loan facility, the Second Out Term Loan due in April 2025. The Exit Credit Facility incurred interest at a rate equal to LIBOR plus 7.50% per annum, with a LIBOR floor of 1.00%. The Exit Credit Facility contained customary provisions and reporting requirements, including prepayment penalties and a maximum leverage covenant. Quarterly principal repayments of $1.3 million began for the quarter ended April 30, 2021 and increased to $2.6 million for the quarter ended April 30, 2022 until maturity. Immediately following the effective time of the Skillsoft Merger on June 11, 2021, each outstanding share of Churchill Class C common stock issued to the former holders of Skillsoft Class A Shares in connection with the Skillsoft Merger was redeemed for a redemption price of (i) $131.51 per share in cash and (ii) $5.208 per share in incremental indebtedness (the “Class A SO Incremental Loans”) under that certain Senior Secured Second Out Term Loan Credit Agreement (the “SO Credit Agreement”), dated as of August 27, 2020, by and among Software Luxembourg Intermediate S.à r.l. (“Holdings”), as the parent borrower (the “Parent Borrower”), the other borrower party thereto, the lenders from time to time party thereto and Wilmington Savings Fund Society, FSB, as the administrative agent and collateral agent, as amended (the “SO Credit Agreement”) for a total aggregate increase of $20 million of second out term loans under the SO Credit Agreement. In addition, upon the closing of the Global Knowledge Merger, (i) pursuant to a Joinder Agreement, dated as of June 11, 2021, by and among certain lenders party thereto, Holdings, the Parent Borrower and the other borrower party thereto, such lenders were issued an aggregate principal amount of $50 million of incremental first out term loans (the “GK FO Incremental Loans”) under that certain Senior Secured Term Loan Credit Agreement dated as of August 27, 2020, by and among Holdings, the Parent Borrower, the other borrower party thereto, the several banks and other financial institutions from time to time party thereto, as lenders and Wilmington Savings Fund Society, FSB, as administrative agent and collateral agent, as amended (the “FO Credit Agreement”) and (ii) pursuant to a Joinder Agreement, dated as of June 11, 2021 by and among certain lenders party thereto, Holdings, the Parent Borrower, the other borrower party thereto, such lenders were issued an aggregate principal amount of $20 million of incremental second out term loans under the SO Credit Agreement (the “GK SO Incremental Loans” and together with the GK FO Incremental Loans and the Class A SO Incremental Loans, the “Incremental Loans”). Term Loan (Successor) On July 16, 2021, Skillsoft Finance II, Inc. (“Skillsoft Finance II”), a subsidiary of Skillsoft Corp., entered into a Credit Agreement (the “Credit Agreement”), by and among Skillsoft Finance II, as borrower, Skillsoft Finance I, Inc., as holdings (“Holdings”), the lenders party thereto and Citibank, N.A., as administrative agent and collateral agent, pursuant to which the lenders provided a $480 million term loan facility (the “Term Loan Facility”) to Skillsoft Finance II, the proceeds of which, together with cash on hand, were used to refinance the First Out Term Loan and Second Out Term Loan (discussed above). The Term Loan Facility is scheduled to mature on July 16, 2028 (the “Maturity Date”). The Term Loan Facility is guaranteed by Holdings and certain material subsidiaries of Skillsoft Finance II (collectively, the “Loan Parties”). All obligations under the Credit Agreement, and the guarantees of those obligations, are secured by substantially all of the material assets of the Loan Parties. Amounts outstanding under the Term Loan Facility bear interest, at the option of Skillsoft Finance II, at a rate equal to (a) LIBOR (subject to a floor of 0.75%) plus 4.75% for Eurocurrency Loans or (b) the highest of (i) the Federal Funds Effective Rate plus ½ of 1% Voluntary prepayment is permitted under the Term Loan Facility subject to a premium of 2% for any prepayments prior to the 12 month anniversary of the Term Loan Facility. Loan Parties are subject to various affirmative and negative covenants and reporting obligations under the Credit Facility. These include, among others, limitations on indebtedness, liens, sale and leaseback transactions, investments, fundamental changes, assets sales, restricted payments, affiliate transactions, and restricted debt payments. Events of default under the Term Loan Facility include non-payment of amounts due to the lenders, violation of covenants, materially incorrect representations, defaults under other material indebtedness, judgments and specified insolvency-related events, certain ERISA events, and invalidity of loan or collateral documents, subject to, in certain instances, specified thresholds, cure periods and exceptions. As of January 31, 2022, the Company is in compliance with all covenants. The Company received $467.3 million of net proceeds (net of $5.4 million of financing costs and $7.2 million of original issuance discounts) from the Term Loan Facility on July 16, 2021. The Company used the net proceeds and cash on hand to pay down $608.7 million of outstanding borrowings from the Exit Credit Facility and $5.0 million of interest on July 16, 2021. The refinancing was accounted for as a modification for certain lenders and an extinguishment for other lenders and debt issuance costs and lender fees were accounted for in proportion to whether the related principal balance was considered modified or extinguishments. Accordingly, both newly incurred and deferred financing costs and original issuance discounts of $5.5 million and $7.2 million, respectively, will be amortized as additional interest expense over the term of the Term Loan. Furthermore, $3.1 million of third-party costs incurred in connection with the refinancing which were expensed as incurred and recognized as interest expenses in the accompanying statement of operations for the period from June 12, 2021 through January 31, 2022. The Company’s debt outstanding as of January 31, 2022 matures as shown below (in thousands): ​ ​ ​ ​ Fiscal year ended January 31: ​ 2023 ​ $ 4,800 2024 ​ 4,800 2025 ​ ​ 4,800 2026 ​ ​ 4,800 2027 ​ 4,800 Thereafter ​ 454,800 Total payments ​ 478,800 Less: Current portion ​ (4,800) Less: Unamortized original issue discount and issuance costs ​ (11,815) Long-term portion ​ $ 462,185 ​ ​ Accounts Receivable Facility (Predecessor and Successor) On December 20, 2018, the Company entered into a $75.0 million receivables credit agreement, with a termination date of the earliest of 5 years from closing or 45 days before the revolving credit facility maturity or 180 days before the maturity of any term indebtedness greater than $75 million. There are four classes of available receivables for sale with advance rates between 50.0% and 85.0% . The lenders require the Company to deposit receipts from sold receivables to a restricted concentration account. Receivables that have been sold to the lenders must be transferred to the restricted concentration account within two business days of being collected by the Company. The Company accounts for these transactions as borrowings, as the assets being transferred contain the rights to future revenues. Under these agreements, the Company receives the net present value of the accounts receivable balances being transferred. The interest rate on borrowings outstanding under these agreements was 3.5% at January 31, 2022. Borrowings and repayments under these agreements are presented as cash flows from financing activities in the accompanying consolidated statements of cash flows. On September 19, 2019, the Company amended the receivables credit agreement to include Class “B” lending. This increased the facility borrowing capacity up to $90.0 million. In conjunction with this, it increased the advance rate to 95% across the four classes of available receivables. All other terms and conditions remained materially the same. On August 27, 2020, the Company amended its accounts receivable facility. In connection with the amendment, additional capacity under the previous accounts receivable facility which had been extended by the private equity sponsor of the Company’s prior owner was eliminated, reducing the maximum capacity of the facility from $90 million to $75 million. The maturity date for the remaining $75 million facility was extended to the earlier of (i) December 2024 or (ii) 90 days prior to the maturity of any corporate debt. The Company submits a monthly reconciliation on each month’s settlement date detailing what was collected from the prior months borrowing base and what receivables are being sold during the new borrowing base period to replenish them. If additional receivables are sold to replenish receipts, the funds from the concentration account will be returned to the Company from the restricted concentration account by the administration agent. The reserve balances were $13.0 million at January 31, 2022 and are classified as restricted cash on the balance sheet.

Long-Term Liabilities

Long-Term Liabilities	12 Months Ended
	Jan. 31, 2022
Long-Term Liabilities
Long-Term Liabilities	(16) Long-Term Liabilities Other long-term liabilities in the accompanying consolidated balance sheets consist of the following (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ Successor Predecessor (SLH) ​ ​ January 31, 2022 ​ January 31, 2021 Uncertain tax positions; including interest and penalties – long-term ​ $ 9,199 ​ $ 5,794 Other ​ ​ 2,231 ​ ​ 204 Total other long-term liabilities ​ $ 11,430 ​ $ 5,998 ​

Shareholders' Equity

Shareholders' Equity	12 Months Ended
	Jan. 31, 2022
Shareholders' Equity
Shareholders' Equity	(17) Shareholders’ Equity Skillsoft Corp. (Successor) Capitalization As of January 31, 2022, the Company’s authorized share capital consisted of 375,000,000 shares of Class A common stock, 3,840,000 shares of Class C common stock and 10,000,000 shares of preferred stock, with a par value $0.0001 each. As of January 31, 2022, 133,258,027 shares of Class A common stock were issued The number of authorized shares of Class A common stock or preferred stock authorized for issuance may be increased by the affirmative vote of the holders of a majority in voting power of the Company’s capital stock entitled to vote thereon. Except as required by law, holders of share of Class C common stock are not entitled to vote any such shares. Subject to applicable law, the Company may declare dividends to be paid ratably to holders of Class A common stock out of the Company’s assets that are legally available to be distributed as dividends in the discretion of the Company’s board of directors. Holders of Class C common stock are generally not entitled to dividends. Software Luxembourg Holding S.A. (Predecessor (SLH)) Reorganization On August 27, 2020 Pointwell (which had been a direct wholly owned subsidiary of Evergreen Skills Lux S.à r.l.), and certain of its subsidiaries, completed a reorganization. As a result of the reorganization, ownership of Pointwell was transferred to the Company’s lenders and no consideration or right to future consideration was provided to the former equity holders of Pointwell. In addition, the shared-based compensation plans, described below were cancelled with no consideration provided. In Settlement of Predecessor (PL)’s first and second lien debt obligations, the holders of Predecessor (PL)’s first lien received a total of 3,840,000 of Class A common shares. The Predecessor (PL)’s second lien holders received a total of 160,000 of Class B common shares and a total of 705,882 warrants to purchase additional common shares. The predecessor warrants were valued using a probability-based approach that considered management’s estimate of the probability of (i) a sale of the company that met certain conditions that caused the warrants to be cancelled for no consideration, (ii) a sale of the company that did not meet certain conditions that caused the warrants to be cancelled for no consideration and (iii) warrants being held to maturity, with the last two scenarios utilizing a Black-Scholes model to estimate fair value. The warrants included a provison whereby, in the event of a sale of the Company meeting certain conditions (“Favored Sale”), the warrants would be cancelled for no consideration, however, in such an event, the holders of Class B shares would receive a higher share of any consideration paid in the form of common stock by the acquiring company. The conditions of the Favored Sale were established in anticipation of a Churchill merger and mirror the ultimate agreement executed on October 12, 2020. The Board of Directors and required level of warrant holders amended the warrants such that the deadline a Favored Sale to occur was extended to October 12, 2020. An amendment to extend the date by which a Favored Sale could occur represented a modification to both the warrants and the participation right held by the Class B holders. Management measured the impact of the modification to both the freestanding warrants and the participation right held by the Class B holders by comparing their fair values immediately before and after the modification. The net impact of the increase in the value of the participation right held by Class B stockholders, of $13.3 million, and the decrease in the value of the warrants, of $7.4 million, is reflected as a decrease of $5.9 million in earnings attributable to Class A common stockholders and an increase to $5.9 million earnings attributable to Class B common stockholders for earnings per share purposes. The $7.4 million decrease in the value of warrants is reflected as a capital contribution and is reflected as an increase to additional-paid-in-capital in the period from August 28, 2020 through January 31, 2021 (Predecessor SLH). As a result of the Skillsoft Merger, the warrants were terminated for no consideration on June 11, 2021. Share Capital As of January 31, 2021 Predecessor (SLH)’s authorized share capital consisted of 1,000,000,000 common shares with a par value $0.01 each. This consists of 800,000,000 Class A shares and 200,000,000 Class B shares. As of January 31, 2021, 4,000,000 common shares were issued and outstanding Any amendment to the share capital of the Predecessor (SLH) shall be voted upon by the extraordinary general meeting of shareholders upon approval by a majority of the shareholders representing three quarters of the share capital at least. The Predecessor has no authorized share capital which would enable its board of managers to increase the share capital. Each share of the Predecessor is entitled to one vote at ordinary and extraordinary general meetings. The amendments to the articles of association of the Predecessor require the approval of a majority of shareholders representing three quarters of the share capital at least. In case the Predecessor shall have only one single shareholder, the sole shareholder exercises all the powers granted to the general meeting of shareholders. Any legally available amounts to be distributed by Predecessor (SLH) in or in respect of any financial period (the Predecessor (SLH)’s financial year starts on the first of February and ends on the thirty-first of January) may be distributed amongst the holders of shares in proportion to the number of shares held by them. Any decision to distribute legally available amounts shall be adopted either by the board of managers or the general meeting of shareholders of the Predecessor (SLH), as the case may be.

Warrants

Warrants	12 Months Ended
	Jan. 31, 2022
Warrants.
Warrants	(18) Warrants In connection with the formation of the Company and subsequent acquisitions of Software Luxembourg Holdings and Albert DE, warrants to purchase common stock were issued to investors, sellers of Albert DE and an executive of the company. Warrants that are not subject to ASC 718, Stock Compensation and (i) contained features that could cause the warrant to be puttable to the Company for cash or (ii) had terms that prevented the conversion of the warrant from being fixed in all circumstances, are classified as a liability on the Company’s balance sheet and measured at fair value, with changes in fair value being recorded in the income statement, whereas all other warrants meet the equity scope exception and are classified as equity and not remeasured. A summary of liability classified warrants is as follows (in thousands, except per share amounts): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Underlying ​ ​ ​ ​ ​ ​ ​ ​ Fair Value ​ ​ Common ​ Strike ​ Redemption ​ Expiration ​ at January 31, Type Shares Price Price Date 2022 Private Placement Warrants – Sponsor 16,300 ​ $ 11.50 None ​ 6/11/26 ​ $ 28,199 ​ Simultaneously with the closing of the initial public offering, Churchill Capital (the “Sponsor”) purchased an aggregate of 15,800,000 Private Placement Warrants. An additional 1,500,000 of warrants were issued at the closing in connection with the repayment of a promissory note due to the Sponsor. 1,000,000 of the Private Placement warrants were transferred to the incoming CEO as described below. These warrants held by the Sponsor include provisions that provide for potential changes to the settlement amounts on redemptions were dependent upon the characteristics of the holder of the warrant. Because the holder of the instrument is not an input into the pricing of a fixed-for-fixed option on equity shares, the warrants are precluded from being indexed to the entity’s stock and are classified as a liability measured at fair value, with changes in fair value each period reported in earnings. A summary of equity classified warrants is as follows (in thousands, except per share amounts): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Underlying ​ ​ ​ ​ ​ ​ ​ Common ​ Strike ​ Redemption ​ Expiration Type ​ Shares ​ Price ​ Price ​ Date Public Warrants ​ 23,000 ​ $ 11.50 ​ $ 18.00 ​ 6/11/26 Private Placement Warrants (PIPE) ​ 16,667 ​ $ 11.50 ​ $ 18.00 ​ 6/11/26 Private Placement Warrants (Global Knowledge) 5,000 ​ $ 11.50 ​ None 10/12/25 Private Placement Warrants (CEO) 1,000 ​ $ 11.50 ​ None 6/11/26 Total 45,667 ​ ​ A description of each category of warrants issued and outstanding is as follows: ● Public Warrants – Pursuant to the initial public offering, the Company sold units that consisted of one share of Class A common stock and one-third of one redeemable warrant (“Public Warrant”), resulting in the issuance of 23,000,000 warrants. Prior to the Skillsoft Merger, Churchill Capital Corp II had classified these warrants as liabilities due to tender offer provisions which states that in in the event of a tender or exchange offer made to and accepted by holders of more than 50% of the outstanding shares of a single class of common stock, all holders of the warrants would be entitled to receive cash for their warrants. Accordingly, there were potential scenarios outside of the control of the Company (which had more than one class of outstanding common stock prior to the Merger), where all warrant holders would be entitled to cash, while only certain of the holders of the underlying shares of common stock would be entitled to cash, requiring the warrants to be classified as a liability measured at fair value, with changes in fair value reported each period in earnings. Upon the completion of the Skillsoft Merger on June 11, 2021, when only one class of voting shares remained outstanding, the warrants could now meet equity classification criteria as net cash settlement can only be triggered in circumstances in which the holders of the shares underlying the contract also would receive cash in the event of a fundamental change in the ownership of the Company, such as a change in control. Accordingly, the fair value of the warrants was transferred to equity and cumulative losses recognized from changes in fair value remain in the Company’s accumulated deficit balance. ● Private Placement Warrants (PIPE) – In connection with the second step investment made by the anchor PIPE investor, 16,666,667 warrants were issued to a PIPE investor to purchase Churchill Class A common stock. The PIPE Private Placement Warrants are issued in the same form as the Public Warrants. ● Private Placement Warrants (Global Knowledge) – Upon completion of the acquisition of Albert DE, 5,000,000 warrants were issued to the former owners of Global Knowledge. These warrants are similar to the Private Placement Warrants except the warrants are not subject to the redemption provisions described above if transferred. ● Private Placement Warrants (CEO) - Effective at the closing of the Skillsoft Merger and Global Knowledge Merger, the Sponsor committed to transfer 1,000,000 fully vested Private Placement Warrants to the CEO pursuant his employment agreement with the Company. The warrants are subject to ASC 718 Stock Compensation and the Company recognized stock-based compensation expense of $2.8 million for the period from June 12, 2021 to January 31, 2022. Public Warrants and PIPE Private Placement Warrants (hereinafter referred to as “Redeemable Warrants”) are currently exercisable and may only be exercised for a whole number of shares. The Company may redeem these warrants: ● in whole and not in part; ● at a price of $0.01 per warrant; ● upon not less than 30 days ’ prior written notice of redemption; ● if, and only if, the reported last sale price of the Company’s common stock equals or exceeds $18.00 per share for any 20 trading days within a 30- trading day period ending on the third business day prior to the notice of redemption to the warrant holders; and ● if, and only if, there is a current registration statement in effect with respect to the shares of common stock underlying the warrants. If and when the warrants become redeemable by the Company, the Company may exercise its redemption right even if it is unable to register or qualify the underlying securities for sale under all applicable state securities laws. If the Company calls the Redeemable Warrants for redemption, management will have the option to require all holders that wish to exercise the Public Warrants to do so on a “cashless basis,” as described in the warrant agreement. The exercise price and number of shares of Class A common stock issuable upon exercise of the warrants may be adjusted in certain circumstances including in the event of a stock dividend, or recapitalization, reorganization, merger or consolidation. However, the warrants will not be adjusted for issuance of Class A common stock at a price below its exercise price. Additionally, in no event will the Company be required to net cash settle the warrants. The Sponsor and CEO Private Placement Warrants have the same terms as the Public Warrants, except they will be exercisable on a cashless basis and be non-redeemable so long as they are held by the initial purchasers or their permitted transferees. If the Private Placement Warrants Sponsor are held by someone other than the initial purchasers or their permitted transferees, they will be redeemable by the Company and exercisable by such holders on the same basis as the Public Warrants. The Global Knowledge Private Placement Warrants are not redeemable, even upon a transfer in ownership.

Stock-based compensation

Stock-based compensation	12 Months Ended
	Jan. 31, 2022
Stock-based compensation
Stock-based compensation	(19) Stock-based compensation Equity Incentive Plans In June 2021, Skillsoft Corp adopted the 2020 Omnibus Incentive Plan (“2020 Plan”) and issued Stock Options, RSUs and PSU’s to employees. The 2020 Plan provides for the grant of Incentive Stock Options, Nonqualified Stock Options, Stock Appreciation Rights, Restricted Stock, Restricted Stock Units, Other Equity-Based Awards, and Cash-Based Incentive Awards to employees, directors, and consultants of the Company. Under the 2020 Plan, 13,105,902 shares were initially made available for issuance. The 2020 Plan includes an annual increase on January 1 each year beginning on January 1, 2022, in an amount equal to 5.0% of the total number of shares of common stock outstanding on December 31 of the preceding calendar year. The Compensation Committee may act prior to January 1 of a given year to provide that there will be no January 1 increase for such year or that the increase for such year will be a lesser number of shares of common stock than provided herein. As of January 31, 2022 a total of 10,374,561 shares of common stock were available for issuance under the 2020 Plan. Stock Options Under the 2020 Plan all employees, directors, and consultants are eligible to receive incentive share options or non-statutory share options. The options generally vest over four years and have a term of ten years. Vested options under the plan generally expire not later than 90 days following termination of employment or service or twelve months following an optionees’ death or disability. The fair value of stock options is determined on the grant date and amortized over the vesting period on a straight-line basis. The following table summarizes the stock option activity for the period from June 12, 2021 to January 31, 2022: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Weighted ​ ​ ​ ​ ​ ​ ​ Weighted ​ Average ​ ​ ​ ​ ​ ​ ​ Average ​ Remaining ​ Aggregate ​ ​ ​ ​ Exercise ​ Contractual ​ Intrinsic Value ​ Shares Price Term (Years) (In thousands) Outstanding, June 11, 2021 ​ ​ ​ ​ ​ ​ ​ Granted ​ 2,825,752 ​ $ 10.76 ​ 9.4 ​ ​ ​ Exercised — ​ — — ​ ​ Forfeited — ​ — — ​ ​ Expired — ​ — — ​ ​ Outstanding, January 31, 2022 2,825,752 ​ $ 10.76 9.4 $ — Vested and Exercisable, January 31, 2022 125,000 ​ $ 10.75 $ — ​ The total unrecognized equity-based compensation costs related to the stock options was $8.1 million, which is expected to be recognized over a weighted-average period of 3.4 years. The grant date fair value of the stock options was determined using the Black Scholes model with the following assumptions: ​ ​ ​ ​ ​ ​ From June 12, 2021 ​ ​ to January 31, 2022 ​ Risk-free interest rates ​ ​ 1.0 % Expected dividend yield ​ ​ — Volatility factor ​ ​ 30 - 31 % Expected lives (years) ​ 6.1 ​ Weighted average fair value of options granted ​ $ 3.36 ​ ​ Restricted Stock Units Restricted stock units (“RSUs”) represent a right to receive one share of the Company’s common stock that is both non-transferable and forfeitable unless and until certain conditions are satisfied. Other than restricted stock units granted to our non-employee directors, which vest upon the earlier of the anniversary of the grant date and the Company’s next annual meeting of stockholders, restricted stock units generally vest ratably over a three The following table summarizes the RSU activity for the period from June 12, 2021 to January 31, 2022: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Weighted- ​ Aggregate ​ ​ ​ ​ Average Grant ​ Intrinsic Value ​ Shares Date Fair Value (in thousands) Unvested balance, June 11, 2021 ​ ​ ​ ​ ​ ​ ​ ​ Granted ​ 5,726,354 ​ $ 10.29 ​ ​ ​ Vested ​ (333,334) ​ ​ 10.75 ​ ​ ​ Forfeited (301,168) ​ 10.27 ​ ​ Unvested balance, January 31, 2022 5,091,852 ​ $ 10.26 ​ $ 37,782 ​ The total unrecognized stock-based compensation costs related to RSUs was $47.9 million, which is expected to be recognized over a weighted-average period of 3.1 years. Market-based Restricted Stock Units Market-based restricted stock units (“MBRSUs”) vest over a four-year performance period, subject to continued employment through each anniversary and achievement of a share price threshold ($12.50 for 20 out of 30 consecutive trading days prior to the fourth anniversary). The fair value of MBRSUs that include vesting based on market conditions are estimated using the Monte Carlo valuation method. Compensation cost for these awards is recognized based on the grant date fair value which is recognized over the vesting period using the accelerated attribution method. The following table summarizes the MBRSU activity for the period from June 12, 2021 to January 31, 2022: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Weighted- Aggregate ​ ​ ​ ​ Average Grant ​ Intrinsic Value ​ ​ Shares ​ Date Fair Value ​ (in thousands) Unvested balance, June 11, 2021 ​ ​ ​ ​ ​ ​ ​ ​ Granted 1,241,978 ​ $ 8.45 ​ ​ Vested — ​ ​ — ​ ​ Forfeited (146,000) ​ ​ 8.60 ​ ​ Unvested balance, January 31, 2022 1,095,978 ​ $ 8.43 ​ $ 8,132 ​ The total unrecognized stock-based compensation costs related to MBRSUs was $6.8 million, which is expected to be recognized over a weighted-average period of 1.6 years. Performance-based Restricted Stock Units The Company issued 49,876 performance-based restricted stock units that have a grant-date fair value of $0.5 million during the period from June 12, 2021 to January 31, 2022. The awards vest upon the achievement of specified corporate goals. As of January 31, 2022, $0.1 million in stock-based compensation expense has been recognized based on the expected outcomes and service periods of these awards. Stock-based Compensation Expense The following summarizes the classification of stock-based compensation in the condensed consolidated statements of operations (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Fiscal 2022 ​ Fiscal 2021 ​ Fiscal 2020 ​ ​ Successor ​ ​ Predecessor (SLH) ​ Predecessor (SLH) ​ ​ Predecessor (PL) ​ Predecessor (PL) ​ ​ From ​ ​ From ​ From ​ ​ From ​ ​ ​ ​ June 12, 2021 to ​ ​ February 1, 2021 ​ August 28, 2020 ​ ​ February 1, 2020 ​ Fiscal year ended ​ January 31, 2022 ​ ​ to June 11, 2021 January 31, 2021 ​ to August 27, 2020 ​ January 31, 2020 Cost of revenues ​ $ — ​ ​ $ — ​ $ — ​ ​ $ — ​ $ — Content and software development ​ 895 ​ ​ — ​ — ​ ​ — ​ 6 Selling and marketing ​ 2,043 ​ ​ — ​ — ​ ​ — ​ 77 General and administrative ​ 11,726 ​ ​ — ​ — ​ ​ — ​ — Total ​ $ 14,664 ​ ​ $ — ​ $ — ​ ​ $ — ​ $ 83 ​ Stock-based compensation expense for the period of February 1, 2021 to June 11, 2021 includes $2.8 million attributable to 1,000,000 warrants issued to the chief executive officer that vested on June 11, 2021 upon completion of the merger and his commencement of employment with the Company.

Revenue

Revenue	12 Months Ended
	Jan. 31, 2022
Revenue
Revenue	(20) Revenue Revenue Components and Performance Obligations Subscription services The Company offers (i) subscriptions for its content offerings, which includes hosted tools that allow users to access and consume its content offerings and (ii) hosted versions of its SumTotal offerings. The Company’s subscription contracts include standard terms and conditions and typically have terms between one and three years. Annual contracts are usually non-cancellable and non-refundable whereas multi-year contracts sometimes allow customers to cancel early at certain anniversary dates. Billing is usually in advance of services being provided, with payments typically due 30 to 60 days from service commencement. The Company’s subscription arrangements usually do not provide customers with the right to take possession of the software and, as a result, are accounted for over time as service arrangements. Access to the platform represents a series of distinct services as the Company continually provides access to, and fulfill its obligation to, the end customer over the subscription term. The series of distinct services represents a single performance obligation that is satisfied over time. Accordingly, the fixed consideration related to subscription revenue is generally recognized on a straight-line basis over the contract term, beginning on the date that the service is made available to the customer. Virtual, on-demand and classroom The Company’s Global Knowledge offerings consist of virtual, on-demand and classroom revenue. Billing is usually in arrears after services have been provided, with payments typically due 30 to 60 days from service delivery. In some instances, enterprise customers will prepay for expect usage. Each course represents a distinct performance obligation and revenue is recognized over the length of the training, which is typically less than five days. Professional services The Company provides a variety of professional services that generally consist of implementation, integration, consulting and custom content creation services. Most of the Company’s professional service engagements are short in duration, performed on a fixed fee basis with a standard contract with governing terms and conditions. Billing is usually in advance of services being provided, with payments typically due 30 to 60 days from service commencement, however, some customers will negotiate a final milestone billing upon completion of the project. Each service deliverable generally represents a distinct performance obligation and revenue is recognized over time, typically in proportion of the total hours incurred as a percentage of total estimated hours required to complete the project. Perpetual software licenses, hardware and other While less common and decreasing in favor of SaaS offerings, the Company also offers perpetual licenses for some of its SumTotal product offerings. The Company also, from time to time, resells off the shelf hardware that works in conjunction with certain of its SumTotal solutions. The Company sells these products to customers under a contract and payment terms are generally 30 to 60 days from delivery. Each individual product sold to a customer represents a distinct performance obligation and revenue is recognized at the point in time when control of the product transfers, which is typically when the product is shipped to the customer or, in the case of certain software licenses, when the software license term commences and is accessible by the customer. Software maintenance For customers that previously purchased a perpetual software license for one of the Company’s SumTotal products, the Company offers software maintenance. Software maintenance contracts are provided under the Company’s standard terms and conditions and typically have terms of one year of more. Billing is usually in advance of services being rendered, with payments typically due 30 to 60 days from service commencement. Software maintenance contracts include stand-ready performance obligations to provide software updates, bug fixes and call support. Software maintenance contract performance obligations are satisfied over time and revenue is recognized ratably over the term of the support contract. Disaggregated Revenue and Geography Information The following is a summary of revenues by type for the period from June 12, 2021 to January 31, 2022 (Successor), the period from February 1, 2021 to June 11, 2021 (Predecessor (SLH)), the period from August 28, 2020 through January 31, 2021 (Predecessor (SLH)), the period from February 1, 2020 through August 27, 2020 (Predecessor (PL)) and the fiscal year ended January 31, 2020 (Predecessor (PL)), (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Fiscal 2022 ​ Fiscal 2021 ​ ​ ​ ​ ​ Successor ​ ​ Predecessor (SLH) ​ Predecessor (SLH) ​ Predecessor (PL) Predecessor (PL) ​ ​ From ​ ​ From ​ From ​ ​ From ​ ​ ​ ​ June 12, 2021 to ​ ​ February 1, 2021 ​ August 28, 2020 ​ ​ February 1, 2020 ​ Fiscal year ended ​ January 31, 2022 ​ ​ to June 11, 2021 ​ to January 31, 2021 ​ ​ to August 27, 2020 ​ January 31, 2020 SaaS and subscription services ​ $ 255,432 ​ ​ $ 119,233 ​ $ 93,205 ​ ​ $ 234,766 ​ $ 439,791 Software maintenance ​ 11,868 ​ ​ ​ 5,984 ​ ​ 4,770 ​ ​ ​ 12,079 ​ ​ 23,982 Professional services ​ 26,302 ​ ​ ​ 13,495 ​ ​ 9,546 ​ ​ ​ 24,499 ​ ​ 45,661 Perpetual software licenses ​ 1,545 ​ ​ ​ 924 ​ ​ 1,241 ​ ​ ​ 2,486 ​ ​ 1,885 Hardware and other ​ 21 ​ ​ ​ — ​ ​ 6 ​ ​ ​ 21 ​ ​ 2,702 Virtual, on-demand and classroom ​ 132,586 ​ ​ ​ — ​ ​ — ​ ​ ​ — ​ ​ — Total net revenues (1) ​ $ 427,754 ​ ​ $ 139,636 ​ $ 108,768 ​ ​ $ 273,851 ​ $ 514,021 ​ The following table sets forth our revenues by geographic region for the period from June 12, 2021 to January 31, 2022 (Successor), the period from February 1, 2021 to June 11, 2021 (Predecessor (SLH)), the period from August 28, 2020 through January 31, 2021 (Predecessor (SLH)), the period from February 1, 2020 through August 27, 2020 (Predecessor (PL)) and the fiscal year ended January 31, 2020 (Predecessor (PL)), (in thousands): Other than the United States, no single country accounted for more than 10% of revenue for all periods presented. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Fiscal 2022 ​ Fiscal 2021 ​ ​ ​ ​ ​ Successor ​ ​ Predecessor (SLH) ​ Predecessor (SLH) ​ ​ Predecessor (PL) ​ Predecessor (PL) ​ ​ From ​ ​ From ​ From ​ ​ From ​ ​ ​ ​ June 12, 2021 to ​ ​ February 1, 2021 ​ August 28, 2020 ​ ​ February 1, 2020 ​ Fiscal year ended ​ January 31, 2022 ​ ​ to June 11, 2021 ​ to January 31, 2021 ​ ​ to August 27, 2020 ​ January 31, 2020 Revenue: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ United States ​ $ 270,487 ​ ​ $ 101,884 ​ $ 84,248 ​ ​ $ 217,783 ​ $ 405,065 Other Americas ​ 29,248 ​ ​ ​ 8,724 ​ ​ 4,724 ​ ​ ​ 8,899 ​ ​ 21,925 Europe, Middle East and Africa ​ 111,946 ​ ​ ​ 19,729 ​ ​ 13,934 ​ ​ ​ 32,788 ​ ​ 61,321 Asia-Pacific ​ 16,073 ​ ​ ​ 9,299 ​ ​ 5,862 ​ ​ ​ 14,381 ​ ​ 25,710 Total net revenues (1) ​ $ 427,754 ​ ​ $ 139,636 ​ $ 108,768 ​ ​ $ 273,851 ​ $ 514,021 ​ Deferred Revenue Deferred revenue activity for the periods through January 31, 2022 was as follows (in thousands): ​ ​ ​ ​ Deferred revenue at January 31, 2021 (Predecessor (SLH)) $ 260,584 Billings deferred ​ 109,450 Recognition of prior deferred revenue ​ (139,636) Deferred revenue at June 11, 2021 (Predecessor (SLH)) ​ $ 230,398 ​ ​ ​ ​ Acquisition of Skillsoft and GK ​ ​ 268,299 Billings deferred ​ 486,444 Recognition of prior deferred revenue ​ (427,754) Acquisition of Pluma ​ 5,864 Deferred revenue at January 31, 2022 (Successor) ​ $ 332,853 ​ Deferred revenue performance obligations relate predominately to time-based SaaS and subscription services that are billed in advance of services being rendered. Deferred Contract Acquisition Costs Deferred contract acquisition cost activity for the periods through January 31, 2022 was as follows (in thousands): ​ ​ ​ ​ Deferred contract acquisition costs at January 31, 2021 (Predecessor (SLH)) $ 7,584 Contract acquisition costs ​ 6,931 Recognition of contract acquisition costs ​ (5,828) Deferred contract acquisition costs at June 11, 2021 (Predecessor (SLH)) ​ ​ 8,687 ​ ​ ​ ​ Deferred contract acquisition costs at June 12, 2021 (Successor) ​ ​ — Contract acquisition costs ​ 30,888 Recognition of contract acquisition costs ​ (13,971) Deferred contract acquisition costs at January 31, 2022 (Successor) ​ $ 16,917 ​

Fair Value Measurements

Fair Value Measurements	12 Months Ended
	Jan. 31, 2022
Fair Value Measurements
Fair Value Measurements	( FASB ASC Topic 820, Fair Value Measurements and Disclosures unobservable inputs. Observable inputs are inputs that reflect the assumptions that market participants would use in pricing the asset or liability developed based on market data obtained from sources independent of the Company. Unobservable inputs are inputs that reflect the Company’s assumptions about the assumptions market participants would use in pricing the asset or liability developed based on the best information available in the circumstances. The three levels of the fair value hierarchy established by ASC 820 in order of priority are as follows: ● Level 1: Quoted prices (unadjusted) in active markets for identical assets or liabilities that the Company has the ability to access as of the reporting date. Active markets are those in which transactions for the asset or liability occur in sufficient frequency and volume to provide pricing information on an ongoing basis. ● Level 2: Pricing inputs other than quoted prices in active markets included in Level 1, which are either directly or indirectly observable as of the reporting date. These include quoted prices for similar assets or liabilities in active markets and quoted prices for identical or similar assets or liabilities in markets that are not active. ● Level 3: Unobservable inputs that reflect the Company’s assumptions about the assumptions that market participants would use in pricing the asset or liability. Unobservable inputs shall be used to measure fair value to the extent that observable inputs are not available. The following table summarizes the Company’s assets and liabilities that are measured at fair value on a recurring basis as of January 31, 2022 and are categorized using the fair value hierarchy (in thousands): ​ ​ ​ ​ ​ ​ ​ Total (Level 3) ​ ​ ​ ​ ​ ​ Private Placement Warrants – Sponsor ​ $ 28,199 28,199 Total liabilities recorded at fair value ​ $ 28,199 28,199 ​ The following tables reconcile Level 3 instruments for which significant unobservable inputs were used to determine fair value: ​ ​ ​ ​ ​ ​ For the Period from ​ ​ February 1, 2021 ​ to June 11, 2021 Balance as of January 31, 2021 (Predecessor (SLH)) ​ $ 900 Unrealized gains recognized as other income ​ (900) Balance as of June 11, 2021 (Predecessor (SLH)) ​ $ — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the Period from ​ ​ June 12, 2021 ​ ​ to January 31, 2022 Balance as of June 12, 2021 (Successor) ​ 45,640 Unrealized losses recognized as other income ​ (17,441) Balance as of January 31, 2022 (Successor) ​ $ 28,199 ​ Predecessor Company (SLH) Warrants At each relevant measurement date, the Predecessor warrants were valued using a probability-based approach that considered management’s estimate of the probability of (i) a sale of the company that met certain conditions that caused the warrants to be cancelled for no consideration, (ii) a sale of the company that did not meet certain conditions that caused the warrants to be cancelled for no consideration and (iii) warrants being held to maturity, with the last two scenarios utilizing a Black-Scholes model to estimate fair value. As a result of the Skillsoft Merger, the warrants were terminated for no consideration on June 11, 2021 and, as a result, the Company recorded a gain of $0.9 million for the period from February 1, 2021 to June 11, 2021. Successor Company Warrants The Company classifies certain Private Placement Warrants as liabilities in accordance with ASC Topic 815. The Company estimates the fair value of the Private Placement Warrants using a Black-Scholes option pricing model. The fair value of the Private Placement Warrants utilized Level 3 inputs as it is based on significant inputs not observable in the market. The fair value of the Private Placement Warrants classified as liabilities was estimated at June 11, 2021, July 31, 2021 and October 31, 2021 using a Black-Scholes options pricing model and the following assumptions: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ June 11, 2021 ​ ​ January 31, 2022 ​ Risk-free interest rates ​ ​ 0.76 % ​ ​ 1.54 % Expected dividend yield ​ ​ — ​ ​ — Volatility factor ​ ​ 31 % ​ ​ 43 % Expected lives (years) ​ 5.0 ​ ​ 4.4 ​ Value per unit ​ $ 2.80 ​ ​ $ 1.73 ​ ​ The Company currently invests excess cash balances primarily in cash deposits held at major banks. The carrying amounts of cash deposits, trade receivables, trade payables and accrued liabilities, as reported on the consolidated balance sheet as of October 31, 2021, approximate their fair value because of the short maturity of those instruments. The Company considered the fair value of its external borrowings and believes their carrying values approximate fair value at January 31, 2022 based on the timing of the July 2021 Term Loans.

Segment Information

Segment Information	12 Months Ended
	Jan. 31, 2022
Segment Information
Segment Information	​ ​ (22) Segment Information ASC 280, Segment Reporting The Company has organized its business into three segments: Skillsoft, SumTotal and GK. All of the Company’s businesses market and sell their offerings globally to businesses of many sizes, government agencies, educational institutions and resellers with a worldwide sales force positioned to offer the combinations that best meet customer needs. The CODM primarily uses revenues and operating income as measures used to evaluate financial results and allocation of resources. The Company allocates certain operating expenses to the reportable segments, including general and administrative costs based on the usage and relative contribution provided to the segments. There are no net revenue transactions between the Company’s reportable segments. The Skillsoft business engages in the sale, marketing and delivery of its content learning solutions, in areas such as Leadership and Business, Technology and Developer and Compliance. In addition, Skillsoft offers Percipio, an intelligent online learning experience platform that delivers an immersive learning experience. It leverages its highly engaging content, curated into nearly 700 learning paths (channels) that are continuously updated to ensure customers always have access to the latest information. The SumTotal business provides a unified, comprehensive and configurable solution that allows organizations to attract, develop and retain the talent. SumTotal’s solution impacts a company’s workforce throughout the entire employee lifecycle and helps companies succeed in an evolving business climate. SumTotal’s primary solutions are Talent Acquisition, Learning Management, Talent Management and Workforce Management. The Global Knowledge business offers training solutions covering information technology and business skills for corporations and their employees. Global Knowledge guides its customers throughout their lifelong technology learning journey by offering relevant and up-to-date skills training through instructor-led (in-person “classroom” or online “virtual”) and self-paced (“on-demand”), vendor certified, and other proprietary offerings. Global Knowledge offers a wide breadth of training topics and delivery modalities (classroom, virtual, on-demand) both on a subscription and transactional basis. The following table presents summary results for each of the businesses for the period from June 12, 2021 to January 31, 2022 (Successor), the period from February 1, 2021 to June 11, 2021 (Predecessor (SLH)), the period from August 28, 2020 through January 31, 2021 (Predecessor (SLH)), the period from February 1, 2020 through August 27, 2020 (Predecessor (PL)) and the fiscal year ended January 31, 2020 (Predecessor (PL)), (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Fiscal 2022 ​ Fiscal 2021 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Successor ​ ​ Predecessor (SLH) ​ Predecessor (SLH) ​ ​ Predecessor (PL) ​ Predecessor (PL) ​ ​ From ​ ​ From ​ From ​ ​ From ​ ​ ​ ​ June 12, 2021 to ​ ​ February 1, 2021 ​ August 28, 2020 ​ ​ February 1, 2020 ​ Fiscal year ended ​ January 31, 2022 ​ ​ to June 11, 2021 January 31, 2021 ​ to August 27, 2020 ​ January 31, 2020 Skillsoft ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Revenues $ 215,473 ​ ​ $ 101,434 ​ $ 72,425 ​ ​ $ 196,238 ​ $ 362,503 Operating expenses ​ 253,286 ​ ​ ​ 137,882 ​ ​ 158,671 ​ ​ ​ 398,178 ​ ​ 637,658 Operating loss ​ (37,813) ​ ​ ​ (36,448) ​ ​ (86,246) ​ ​ ​ (201,940) ​ ​ (275,155) SumTotal ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Revenues ​ 79,695 ​ ​ ​ 38,202 ​ ​ 36,343 ​ ​ ​ 77,613 ​ ​ 151,518 Operating expenses ​ 68,364 ​ ​ ​ 38,377 ​ ​ 49,269 ​ ​ ​ 205,483 ​ ​ 279,579 Operating income (loss) ​ 11,331 ​ ​ ​ (175) ​ ​ (12,926) ​ ​ ​ (127,870) ​ ​ (128,061) Global Knowledge ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Revenues ​ 132,586 ​ ​ ​ — ​ ​ — ​ ​ ​ — ​ ​ — Operating expenses ​ 149,372 ​ ​ ​ — ​ ​ — ​ ​ ​ — ​ ​ — Operating loss ​ (16,786) ​ ​ ​ — ​ ​ — ​ ​ ​ — ​ ​ — Consolidated ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Revenues ​ 427,754 ​ ​ ​ 139,636 ​ ​ 108,768 ​ ​ ​ 273,851 ​ ​ 514,021 Operating expenses ​ 471,022 ​ ​ ​ 176,259 ​ ​ 207,940 ​ ​ ​ 603,661 ​ ​ 917,237 Operating loss ​ (43,268) ​ ​ ​ (36,623) ​ ​ (99,172) ​ ​ ​ (329,810) ​ ​ (403,216) Total non-operating (expense) income ​ 15,591 ​ ​ ​ 471 ​ ​ 3,476 ​ ​ ​ 1,373 ​ ​ (5,120) Interest expense, net ​ (24,272) ​ ​ ​ (16,820) ​ ​ (19,960) ​ ​ ​ (168,341) ​ ​ (429,657) Reorganization items, net ​ — ​ ​ ​ — ​ ​ — ​ ​ ​ 3,329,245 ​ ​ — Benefits from (provision for) income taxes ​ 5,143 ​ ​ ​ 3,708 ​ ​ 21,934 ​ ​ ​ (68,455) ​ ​ (11,212) Net (loss) income $ (46,806) ​ ​ $ (49,264) ​ $ (93,722) ​ ​ $ 2,764,012 ​ $ (849,205) ​ SumTotal segment revenue for the period from June 12, 2021 through January 31, 2022 includes content-related revenue of $5.0 million, attributable to cross selling for customers that use the SumTotal platform to consume Skillsoft content. Skillsoft segment depreciation for the period from June 12, 2021 through January 31, 2022 (Successor), the period from February 1, 2021 through June 11, 2021 (Predecessor (SLH), the period from August 28, 2020 through January 31, 2021 (Predecessor (SLH)), the period from February 1, 2020 through August 27, 2020 (Predecessor (PL)) and the fiscal years ended January 31, 2020 was $1.8 million, $1.8 million, $2.0 million, $2.7 million and $5.0 million, respectively. ​ SumTotal segment depreciation for the period from June 12, 2021 through January 31, 2022 (Successor), the period from February 1, 2021 through June 11, 2021 (Predecessor (SLH), the period from August 28, 2020 through January 31, 2021 (Predecessor (SLH)), the period from February 1, 2020 through August 27, 2020 (Predecessor (PL)) and the fiscal years ended January 31, 2020 was $2.8 million, $1.8 million, $1.6 million, $3.1 million and $4.7 million, respectively. Global Knowledge segment depreciation for the period from June 12, 2021 through January 31, 2022 (Successor) was $2.0 million. ​ ​ ​ ​ The Company’s segment assets primarily consist of cash and cash equivalents, accounts receivable, prepaid expenses, deferred taxes, property and equipment, goodwill and intangible assets. The following table sets forth the Company’s segment assets as of January 31, 2022 and January 31, 2021 (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Successor ​ ​ Predecessor (SLH) ​ January 31, 2022 January 31, 2021 ​ ​ ​ ​ ​ ​ ​ ​ Skillsoft ​ $ 1,651,166 ​ ​ $ 1,398,379 SumTotal ​ ​ 226,856 ​ ​ 147,358 Global Knowledge ​ ​ 344,902 ​ ​ ​ — Corporate ​ ​ — ​ ​ ​ — Consolidated ​ $ 2,222,924 ​ ​ $ 1,545,737 ​ The following table sets forth the Company’s long-lived tangible assets by geographic region as of Jnauary 31, 2022 and January 31, 2021 (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Successor ​ ​ Predecessor (SLH) ​ January 31, 2022 January 31, 2021 ​ ​ ​ ​ ​ ​ ​ ​ United States ​ $ 14,735 ​ ​ $ 10,613 Ireland ​ ​ 313 ​ ​ 609 Rest of world ​ ​ 3,036 ​ ​ ​ 2,558 Total ​ $ 18,084 ​ ​ $ 13,780 ​

Net Loss Per Share

Net Loss Per Share	12 Months Ended
	Jan. 31, 2022
Net Loss Per Share
Net Loss Per Share	(23) Net Loss Per Share Basic earnings per share is computed by dividing net income for the period by the weighted-average number of common shares outstanding during the period. Diluted earnings per share is computed by dividing net income for the period by the weighted-average number of common shares outstanding during the period, plus the dilutive effect of outstanding restricted stock-based awards, stock options, and shares issuable under the employee stock purchase plan using the treasury stock method. The following tables set forth the computation of basic and diluted earnings per share (in thousands, except number of shares and per share data): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Fiscal 2022 ​ Fiscal 2021 ​ ​ ​ ​ ​ ​ Successor ​ ​ Predecessor (SLH) ​ ​ Predecessor (SLH) ​ ​ Predecessor (PL) ​ ​ Predecessor (PL) ​ ​ ​ From ​ ​ From ​ ​ From ​ ​ From ​ ​ ​ ​ ​ ​ June 12, 2021 ​ ​ February 1, 2021 ​ ​ August 27, 2020 ​ ​ February 1, 2020 ​ ​ ​ ​ ​ ​ to Januar 31, ​ ​ to June 11, ​ ​ to Januar 31, ​ ​ to August 27, ​ ​ Fiscal year ended ​ ​ 2022 ​ ​ 2021 ​ ​ 2021 ​ ​ 2020 ​ ​ January 31, 2020 Net loss ​ $ (46,806) ​ $ (49,264) $ (93,722) ​ ​ 2,764,012 ​ ​ (849,205) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Weighted average common shares outstanding: ​ ​ ​ ​ ​ ​ ​ ​ Ordinary – Basic and Diluted (Predecessor (PL)) ​ * ​ ​ * ​ * ​ ​ 100.1 ​ ​ 100.1 Class A – Basic and Diluted (Predecessor (SLH)) ​ * ​ ​ 3,840 ​ 3,840 ​ ​ * ​ ​ * Class B – Basic and Diluted (Predecessor (SLH)) ​ ​ * ​ ​ 160 ​ 160 ​ ​ * ​ ​ * Ordinary – Basic and Diluted (Successor) ​ 133,143 ​ ​ * ​ * ​ ​ * ​ ​ * ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net loss per share class (Predecessor (SLH) only) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net loss for Class A ​ ​ ​ ​ $ (47,293) ​ $ (89,973) ​ ​ ​ ​ ​ ​ Loss on modifications of terms of participation rights held by Class B shareholders and warrants ​ ​ ​ ​ ​ — ​ ​ (5,900) ​ ​ ​ ​ ​ ​ Net loss attributable to Class A ​ ​ ​ ​ $ (47,293) ​ $ (95,873) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net loss for Class B ​ ​ ​ ​ $ (1,971) ​ $ (3,749) ​ ​ ​ ​ ​ ​ Gain on modifications of terms of participation rights held by Class B shareholders and warrants ​ ​ ​ ​ ​ — ​ ​ 5,900 ​ ​ ​ ​ ​ ​ Net income attributable to Class B ​ ​ ​ ​ $ (1,971) ​ $ 2,151 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net loss per share: ​ ​ ​ ​ ​ ​ ​ ​ Ordinary – Basic and Diluted (Predecessor (PL)) ​ * ​ ​ * ​ * ​ $ 27,612.51 ​ $ (8,483.57) Class A – Basic and Diluted (Predecessor (SLH)) ​ * ​ $ (12.32) ​ $ (24.97) ​ ​ * ​ ​ * Class B – Basic and Diluted (Predecessor (SLH)) ​ ​ * ​ $ (12.32) ​ $ 13.44 ​ ​ * ​ ​ * Ordinary – Basic and Diluted (Successor) ​ $ (0.35) ​ ​ * ​ ​ * ​ ​ * ​ ​ * * Not Applicable Potential common shares related to participating rights in Notional Units in Evergreen have been excluded as the income generated for period from February 1, 2020 through August 27, 2020 (Predecessor (PL)) is attributable to gains recognized upon emergence of bankruptcy, which the Notional Units did not participate in as they were cancelled at that time. Potential common shares related to participating rights in Notional Units in Evergreen for the fiscal year ended January 31, 2020 (Predecessor (PL)) are excluded from earnings per share as they are contingently issuable and the impact would be anti-dilutive. Warrants to purchase 705,882 common shares have been excluded from the Predecessor (SLH) period since, for periods of losses, the impact would be anti-dilutive and, for periods of income, no shares would be added to diluted earnings per share under the treasury stock method as the strike price of these awards are above the fair market value of underlying shares for all periods presented. During the period from June 12, 2021 to January 31, 2022 (Successor), the Company incurred net losses and, therefore, the effect of the Company’s potentially dilutive securities was not included in the calculation of diluted loss per share as the effect would be anti-dilutive. The following table contains share/unit totals with a potentially dilutive impact (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ Successor Predecessor (SLH) ​ ​ ​ ​ ​ ​ Warrants to purchase common shares 61,967 706 Stock Options 2,826 ​ — RSU’s 6,558 ​ — Total 71,351 706 ​

Related Party Transactions

Related Party Transactions	12 Months Ended
	Jan. 31, 2022
Related Party Transactions
Related Party Transactions	(24) Related Party Transactions Predecessor (SLH) Related Party Transactions Upon emergence from Chapter 11 on August 27, 2020, the Company’s exit credit facility consisting of $110 million of First Out Term Loans and $410 million of Second Out Term Loans was financed in whole by the Company’s Class A shareholders. Class A shareholders had the ability to trade their debt positions independently from their equity positions, however, the substantial majority of First Out and Second Out term loans were held by Class A shareholders. In connection with the Company’s refinancing on July 16, 2021, the First and Second Out terms loans were repaid in full. Successor Related Party Transactions Strategic Support Agreement In connection with the closing of the Skillsoft Merger on June 11, 2021, the Company entered into a strategic support agreement with its largest shareholder, pursuant to which the shareholder agreed to provide certain business development and investor relations support to the Company for one year after closing of the transaction. Agreements with Affiliated Entities Our largest shareholder has a broad portfolio of investments, within and outside of Ed-tech, where they control or exert influence over such investments through ownership and in some cases board seats. ​ On December 10, 2022, Skillsoft entered into a distribution and resale agreement with a company that is majority-owned by our largest shareholder and its affiliates. On February 18, 2022, SumTotal entered into a reseller agreement with a portfolio company of our largest shareholder that also has a common board member. Due to the timing of these two new agreements, no consideration was due to either party for the fiscal year ended January 31, 2022. ​ The Company also entered into an agreement for a technical partnership with a portfolio company of our largest shareholder that also has a common board member that includes a collaboration for an interface between Percipio and their products. Neither party is due any consideration under this agreement. ​ Agreements with Largest Shareholder In December 2021, Skillsoft entered into a commercial agreement to provide off-the-shelf Skillsoft products to the Company’s largest shareholder and their affiliates for $0.7 million over three years. ​ Codecademy Transaction Our largest shareholder also owned an interest in Codecademy which we acquired on April 4, 2022, as discussed in Note 25 and elsewhere. Consulting Services In December 2021, Skillsoft engaged The Klein Group, LLC (the “Klein Group”) to act as a consultant to advise the Company of a potential transaction with Codecademy, to assist management in its evaluation of the business opportunity and structuring and negotiation of a potential transaction. Pursuant to this engagement, Skillsoft paid the Klein Group a transaction fee equal to $2.0 million in connection with the Codecademy Merger. Michael Klein, a member of our Board, is the Chief Executive Officer of the Klein Group and the Klein Group is closely affiliated with our second largest shareholder.

Subsequent Events

Subsequent Events	12 Months Ended
	Jan. 31, 2022
Subsequent Events
Subsequent Events	(25) Subsequent Events The Company has completed an evaluation of all subsequent events after the balance sheet date of January 31, 2022 through the date this Annual Report on Form 10-K was filed with the SEC, to ensure that this filing includes appropriate disclosure of events both recognized in the financial statements as of January 31, 2022, and events which occurred subsequently but were not recognized in the financial statements. The Company notes the following. On December 22, 2021, the Company announced a definitive agreement to acquire Codecademy, a leading online learning platform for technical skills (the “Merger Agreement”). Codecademy is an innovative and popular learning platform providing high-demand technical skills to approximately 40 million registered learners in nearly every country worldwide. The platform offers interactive, self-paced courses and hands-on learning in 14 programming languages across multiple domains such as application development, data science, cloud and cybersecurity. The Codecademy Merger closed on April 4, 2022 for total consideration of approximately $390.3 million, consisting of the issuance of 30,374,427 common shares and a cash payment of $207.6 million. Upon closing, the Company also issued 3.6 million time-based restricted stock units to Codecademy employees with a weighted average of 2.9 years. The cash portion of the consideration was funded through the combination of the issuance of $160.0 million of term loans under our existing term loan facility and cash on hand. The $160 million of additional term loan borrowings included an original issue discount of $2.8 million and a six month call penalty of 1.0%. The issuance converted the interest of the entire term loan facility to a rate equal to the secured overnight financing rate (“SOFR”) plus a margin of 5.25% (subject to a SOFR floor of 0.75%). The maturity date and all other terms of the additional borrowing of $160.0 million are identical to the existing facility. ​ In connection with the closing of the Codecademy Merger, the Company entered into a Registration Rights Agreement, dated as of April 4, 2022, with certain former equity holders of Codecademy, that received a portion of the merger consideration, which consists of all shares of Codecademy’s common stock and preferred stock issued and outstanding immediately prior to the effective time of the Codecademy Merger which were converted automatically into the right to receive a portion of the aggregate consideration, in shares of Class A common stock of the Company (the “RRA Holders”). Pursuant to the Registration Rights Agreement, among other things, the Company (a) is required to file with the SEC a registration statement registering for public resale the shares of the Company’s Class A common stock received by the RRA Holders as part of the Codecademy Merger and (b) will grant certain RRA Holders certain demand and piggyback registration rights. The RRA Holders (other than the Founder Holder (as defined in the Registration Rights Agreement)) may not sell any Registrable Securities (as defined in the Registration Rights Agreement) for the period beginning on the date hereof and ending on the date that is 180 days following the date hereof, except as otherwise permitted by the Registration Rights Agreement. The Founder Holder may not sell any Registrable Securities for the period beginning on the date hereof and ending on the earlier of (i) the second anniversary of the date hereof and (ii) a change of control, as defined in the Company’s 2020 Omnibus Incentive Plan (such period, the “Founder Lock-up Period”), except as otherwise permitted by the Registration Rights Agreement; provided, however, that, pursuant to the terms of the Registration Rights Agreement, the Founder Lock-Up Period may be deemed to have ended with respect to up to fifty percent (50%) of all Registrable Securities held by the Founder Holder subject to certain conditions provided thereunder. ​ In connection with the closing of the Codecademy Merger, Skillsoft Finance II, Inc., a Delaware corporation (“Borrower”) entered into Amendment No. 1 to the Credit Agreement, dated as of April 4, 2022 (the “First Amendment”), among Borrower, Skillsoft Finance I, Inc., a Delaware corporation (“Holdings”), certain subsidiaries of Borrower, as guarantors, Citibank N.A., as administrative agent (the “Agent”), and the financial institutions parties thereto as Term B-1 Lenders, which amends that certain Credit Agreement, dated as of July 16, 2021 (the “Existing Credit Agreement” as amended by the First Amendment, the “Amended Credit Agreement”), among Borrower, the Agent, and the financial institutions party thereto as lenders. ​ The First Amendment provides for the incurrence of up to $160 million of Term B-1 Loans (the “Term B-1 Loans”) under the Amended Credit Agreement. In addition, the First Amendment, among other things, (a) provides for early opt-in to SOFR for the existing term loans under the Existing Credit Agreement (the “Existing Term Loans” and, together with the Term B-1 Loans, the “Initial Term Loans”) and (b) provides for the applicable margin for the Initial Term Loans at 4.25% with respect to base rate borrowings and 5.25% with respect to SOFR borrowings. ​ Prior to the maturity thereof, the Initial Term Loans will be subject to quarterly amortization payments of 0.25% of the principal amount. The Amended Credit Agreement requires that any prepayment of the Initial Term Loans in connection with a repricing transaction shall be subject to (i) a 2.00% premium on the amount of Initial Term Loans prepaid if such prepayment occurs prior to July 16, 2022 and (ii) a 1.00% premium on the amount of Initial Term Loans prepaid in connection with a Repricing Transaction (as defined in the Amended Credit Agreement), if such prepayment occurs on or after July 16, 2022 but on or prior to January 16, 2023. The proceeds of the Term B-1 Loans shall be used by the Company to finance, in part, the Mergers, and to pay costs, fees, and expenses related thereto. ​ All obligations under the Amended Credit Agreement, and the guarantees of those obligations (as well as certain cash management obligations and interest rate hedging or other swap agreements), are secured by substantially all of Borrower’s personal property as well as those assets of each subsidiary guarantor.

Quarterly Results of Operations

Quarterly Results of Operations (Unaudited)	12 Months Ended
	Jan. 31, 2022
Quarterly Results of Operations (Unaudited)
Quarterly Results of Operations (Unaudited)	(26) Quarterly Results of Operations (unaudited) On October 28, 2021, the FASB issued ASU 2021 08 – Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers (“ASU 2021 08”). ASU 2021 08 requires an acquirer in a business combination to recognize and measure deferred revenue from acquired contracts using the revenue recognition guidance in Accounting Standards Codification Topic 606, rather than the prior requirement to record deferred revenue at fair value. ASU 2021 08 allows for immediate adoption on a retrospective basis for all business combinations that have occurred since the beginning of the annual period that includes the interim period of adoption. The Company elected to adopt ASU 2021 08 on a retrospective basis, effective at the beginning of the Successor period on June 11, 2021 which resulted in changes in the Successor information for the period from June 12, 2021 through July 31, 2021. The revised information for that period is shown below. The following information has been derived from unaudited consolidated financial statements that, in the opinion of management, includes all normal recurring adjustments necessary for a fair presentation of such information. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Successor ​ ​ Three Months ​ Three Months ​ From ​ ​ Ended ​ Ended ​ June 12, 2021 ​ January 31, 2022 October 31, 2021 to July 31, 2021 Revenues: ​ ​ ​ ​ ​ Total revenues ​ $ 166,183 ​ $ 170,559 ​ $ 91,012 Operating expenses: ​ ​ ​ ​ Costs of revenues ​ 49,517 ​ 48,891 ​ ​ 28,006 Content and software development ​ 20,367 ​ 16,437 ​ ​ 9,878 Selling and marketing ​ 43,938 ​ 39,938 ​ ​ 22,234 General and administrative ​ 26,811 ​ 28,120 ​ ​ 17,073 Amortization of intangible assets ​ 38,835 ​ 37,064 ​ ​ 20,023 Recapitalization and acquisition-related costs ​ ​ 6,512 ​ ​ 3,687 ​ ​ 9,995 Restructuring ​ ​ 2,603 ​ ​ 777 ​ ​ 316 Total operating expenses ​ ​ 188,583 ​ ​ 174,914 ​ ​ 107,525 Operating (loss) income ​ ​ (22,400) ​ ​ (4,355) ​ ​ (16,513) Other (expense) income, net ​ ​ (542) ​ ​ (611) ​ ​ (697) Fair value adjustment of warrants ​ ​ 37,164 ​ ​ (36,838) ​ ​ 17,115 Interest income ​ ​ 64 ​ ​ 18 ​ ​ 12 Interest expense ​ ​ (7,000) ​ ​ (7,510) ​ ​ (9,856) (Loss) income before (benefit from) provision for income taxes ​ 7,286 ​ (49,296) ​ ​ (9,939) (Benefit from) provision for income taxes ​ (617) ​ (6,441) ​ ​ 1,915 Net (loss) income ​ ​ 7,903 ​ ​ (42,855) ​ ​ (11,854) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ (Loss) income per share: ​ ​ ​ ​ Ordinary – Basic and Diluted (Successor) ​ ​ 0.06 ​ ​ (0.32) ​ ​ (0.09) Weighted average common share outstanding: ​ ​ ​ ​ Ordinary – Basic and Diluted (Successor) ​ 133,216 ​ 133,116 ​ ​ 133,059 ​

Summary of Significant Accoun_2

Summary of Significant Accounting Policies (Policies)	12 Months Ended
	Jan. 31, 2022
Summary of Significant Accounting Policies
Principles of Consolidation	Principles of Consolidation The accompanying consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries. All material intercompany transactions and balances have been eliminated in consolidation.
Use of Estimates	Use of Estimates The preparation of consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the dates of the consolidated financial statements and the reported amounts of revenues and expenses during the reported periods. Actual results could differ from our estimates.
Revenue Recognition	Revenue Recognition The Company enters into contracts with customers that provide cloud-based learning solutions and talent management solutions for customers worldwide. These solutions are typically sold on a subscription basis for a fixed term. The Company accounts for a contract when (i) it has approval and commitment from both parties, (ii) the rights of the parties have been identified, (iii) payment terms have been identified, (iv) the contract has commercial substance and (v) collectability of substantially all of the consideration to which the Company will be entitled in exchange for the transfer of goods or services is probable. The Company’s Software as a Service (SaaS) subscription arrangements for learning and talent management solutions generally do not provide customers with the right to take possession of the software supporting the platform or, in the case of learning solutions, to download course content without continuing to incur fees for hosting services and, as a result, are accounted for as service arrangements. Access to the platform and course content represents a series of distinct services as the Company continually provides access to, and fulfill its obligation to, the end customer over the subscription term. The series of distinct services represents a single performance obligation that is satisfied over time. Accordingly, the fixed consideration related to subscription revenue is generally recognized on a straight-line basis over the contract term, beginning on the date that the service is made available to the customer. The Company’s subscription contracts typically vary from one year to three years. The Company’s arrangements are generally non-cancellable and non-refundable. Revenue from Global Knowledge in person and virtual training services is recognized in the period in which the services are rendered. For fixed-price contracts, revenue is recognized based on the actual service provided to the end of the reporting period as a proportion of the total services to be provided (proportional performance method). The Company also sells professional services related to its talent management solutions which are typically considered distinct performance obligations and are recognized over time as services are performed. The Company also occasionally sells its talent management solutions by providing perpetual and term-based licenses for on-premise versions of the software. Such arrangements are treated as transfers of intellectual property and the amount of consideration attributable to the delivered licenses are recognized at the point of delivery and the remaining amounts allocated for post contract support are recognized over time. While the majority of the Company’s revenue relates to SaaS subscription services where the entire arrangement fee is recognized on a ratable basis over the contractual term, the Company sometimes enter into contractual arrangements that have multiple distinct performance obligations, one or more of which have different periods over which the services or products are delivered. These arrangements may include a combination of subscriptions, products, support and professional services. The Company allocates the transaction price of the arrangement based on the relative estimated standalone selling price, or SSP, of each distinct performance obligation. The Company’s process for determining SSP for each performance obligation, where necessary, involves significant management judgment. In determining SSP, the Company maximizes observable inputs and considers a number of data points, including: ● the pricing of standalone sales; ● the pricing established by management when setting prices for deliverables that are intended to be sold on a standalone basis; ● contractually stated prices for deliverables that are intended to be sold on a standalone basis; and ● other pricing factors, such as the geographical region in which the products are sold and expected discounts based on the customer size and type. ​ Determining SSP for performance obligations which the Company rarely or never sell separately also requires significant judgment. In estimating the SSP, the Company considers the likely price that would have resulted from established pricing practices had the deliverable been offered separately and the prices a customer would likely be willing to pay. The Company also sells its cloud-based learning solutions through resellers, where payments are typically based on the solutions sold through to end users. Reseller arrangements of this nature sometimes require the Company to estimate end user activity for a brief period of the contract term, however, amounts estimated and actual amounts subsequently billed have not been material to date. The Company only includes estimated amounts in the transaction price to the extent it is probable that a significant reversal of cumulative revenue recognized will not occur when the uncertainty associated with the variable consideration is resolved. The Company reduces transaction prices for estimated returns and other allowances that represent variable consideration under ASC 606, which the Company estimates based on historical return experience and other relevant factors and records a corresponding refund liability as a component of accrued expenses and other current liabilities. Based on the nature of the Company’s business and product offerings, contingent revenue and other variable consideration are infrequent. While not a common practice for us, in the event the Company grants the customer the option to acquire additional products or services in an arrangement, the Company considers if the option provides a material right to the customer that it would not receive without entering into the contract (e.g., an incremental discount compared to the range of discounts typically given for similar products or services). If a material right is deemed to exist, the Company accounts for the option as a distinct performance obligation and recognizes revenue when those future products or services are transferred or when the option expires. Reimbursements received from customers for out-of-pocket expenses are recorded as revenues, with related costs recorded as cost of revenues. The Company presents revenues net of any taxes collected from customers and remitted to government authorities. The Company applies the practical expedient for contracts with significant financing components that are under one year. For each of the Predecessor periods, the Company applied the practical expedient allowing for recognizing expense as incurred sales commissions and other contract acquisition costs, where the amortization period would be one year or less. The Company does not apply the practical expedient for the Successor period. For deferred contract costs with an expected amortization period of over one year, the Company recognizes such payments over (i) the expected customer relationship period in the case of new customers, which is typically 3 to 5 years for initial commissions, and (ii) the contractual term for existing customers for commissions paid on renewals. As the Company’s contractual agreements predominately call for advanced billing, contract assets are rarely generated. For transaction prices billed as of each balance sheet date which are allocated to remaining performance obligations, the Company applies practical expedients and does not disclose quantitative or qualitative information for remaining performance obligations (i) that have original expected durations of one year or less and (ii) where the Company recognizes revenue equal to what it has the right to invoice and that amount corresponds directly with the value to the customer of its performance to date. All remaining performance obligations as of January 31, 2022 qualified for the practical expedient. Deferred Revenue The Company records as deferred revenue amounts that have been billed in advance for products or services to be provided. Deferred revenue includes the unrecognized portion of revenue associated with license fees for which the Company has received payment or for which amounts have been billed and are due for payment.
Deferred Contract Acquisition Costs	Deferred Contract Acquistion Costs The Company defers sales commissions, and associated fringe costs, such as payroll taxes, paid to direct sales personnel and other incremental costs of obtaining contracts with customers, provided the Company expects to recover those costs. The Company determines whether costs should be deferred based on its sales compensation plans, if the commissions are in fact incremental and would not have occurred absent the customer contract. Sales commissions for renewal of a subscription contract are not considered commensurate with the commissions paid for the acquisition of the initial subscription contract given the substantive difference in commission rates between new and renewal contracts. Commissions paid upon the initial acquisition of a contract are amortized over an estimated period of benefit, which assumes a level of renewals and typically exceeds the original contract term, while commissions paid related to renewal contracts are amortized over the contractual term of the renewal. Amortization is recognized on a straight-line basis upon commencement of the transfer of control of the services, commensurate with the pattern of revenue recognition. The period of benefit for commissions paid for the acquisition of initial subscription contracts is determined by taking into consideration the initial estimated customer life and the technological life of the Company’s platform and related significant features. The Company determines the period of benefit for renewal subscription contracts by considering the average contractual term for renewal contracts. Amortization of deferred contract acquisition costs is included within sales and marketing expense in the consolidated statements of operations. For each of the Predecessor periods, the Company applied the practical expedient allowing for recognizing expense as incurred sales commissions and other contract acquisition costs, where the amortization period would be one year or less. The Company does not apply the practical expedient for the Successor period.
Foreign Currency Translation	Foreign Currency Translation The reporting currency for the Company is the U.S. dollar (“USD”) and the functional currency of the Company’s subsidiaries in the United Kingdom, Canada, Germany, Australia, the Netherlands, France, New Zealand, Singapore, Hong Kong, Japan, Switzerland and India are the currencies of those countries. The functional currency of the Company’s subsidiaries in Ireland is the USD. Assets and liabilities are translated to the USD from the local functional currency at current exchange rates, and income and expense items are translated to the USD using the average rates of exchange prevailing during the year. Gains and losses arising from translation are recorded in other comprehensive income (loss) as a separate component of shareholders’ equity (deficit). Foreign currency gains or losses on transactions denominated in a currency other than an entity’s functional currency are recorded in other income/(expenses) in the accompanying statements of operations. During the period from June 12, 2021 through January 31, 2022 (Successor), the period from February 1, 2021 through June 11, 2021 (Predecessor (SLH)), August 28, 2020 through January 31, 2021 (Predecessor (SLH)), the period from February 1, 2020 through August 27, 2020 (Predecessor (PL)), and the fiscal year ended January 31, 2020 (Predecessor (PL)), gains (losses) arising from transactions denominated in foreign currencies other than an entity’s functional currency were approximately ($2.4) million, ($0.2) million, $0.2 million, $1.1 million, and ($1.0) million, respectively.
Cash, Cash Equivalents and Restricted Stock	Cash, Cash Equivalents and Restricted Stock The Company considers all highly liquid investments with original maturities of 90 days or less at the time of purchase to be cash equivalents. At January 31, 2022 and January 31, 2021, the Company did not have any cash equivalents or available for sale investments. At January 31, 2022 and January 31, 2021, the Company had approximately $154.7 million and $71.5 million of cash and cash equivlents, respective and $14.3 million and $3.0 million of restricted cash, respectively, primarily related to the accounts receivable facility. Under the terms of the accounts receivable facility, the Company has three accounts considered restricted, an interest reserve account, a foreign exchange reserve account and a concentration reserve account. The interest reserve account requires three months interest on the greater of the facility balance or facility balance floor (the facility balance floor was $10.0 million as of January 31, 2022). The foreign exchange reserve account requires the Company to restrict cash for an amount equivalent to the change in the translated value on our foreign receivables borrowed from the date the receivable was sold. The concentration account requires the Company to deposit receipts from the receivables sold until the Company submits a monthly reconciliation report. At that time, the funds may be returned if they are replaced with new receivables.
Recapitalization and Acquisition-related Costs	Recapitalization and Acquisition-related Costs The Company expenses recapitalization and transactions costs as incurred, which primarily consist of professional services and advisory fees related to (i) debt refinancings, (ii) mergers and acquisitions, including the Churchill, Global Knowledge, Pluma and proposed Codecademy transactions, (iii) divestitures, and (iv) other transactions that were explored but not consummated.
Risks and Uncertainties	Risks and Uncertainties The Company is subject to a number of risks and uncertainties common to companies in similar industries and stages of development, including, but not limited to, the uncertainty of economic, political and market conditions; data security and privacy risk; regulatory risks; management of growth; dependence on key individuals; management of international operations; intellectual property risks; competition from substitute products and services of larger companies; product development risk; ability to keep pace with technological developments; and customer adoption of new products. The Company has been closely monitoring the COVID-19 pandemic and its impact on the business. The Company is operating normally with minimal disruptions to product and service offerings or content and software development. While the online learnings tools the Company offers have many advantages over traditional in person learning in the current environment, some of the Company’s customers in heavily impacted industries have sought to temporarily reduce spending, resulting in requests for reductions in contract size or requests for extended payment terms upon renewal. Furthermore, attendance at the Company’s in person trainings in the Successor period has been negatively impacted by the COVID-19 pandemic, with more live training events being accessed virtually.
Property and Equipment	Property and Equipment The Company records property and equipment at cost. Depreciation and amortization is charged to operations based on the cost of property and equipment over their respective estimated useful lives on a straight-line basis using the half-year convention, as follows: ​ ​ ​ ​ Description Estimated Useful Lives Computer equipment ​ 3 years Furniture and fixtures ​ 5 years Leasehold improvements ​ Lesser of 7 years or life of lease ​ Expenditures for maintenance and repairs are expensed as incurred, while expenditures for renewals or betterments are capitalized. The Company evaluates the carrying amount of our property and equipment whenever changes in circumstances or events indicate that the value of such assets may not be recoverable. As of January 31, 2022, the Company believes the carrying amounts of its property and equipment are recoverable and no impairment exists.
Content and Software Development Expenses	Content and Software Development Expenses Content and software development expenses consist primarily of personnel and contractor related expenditures to develop the Company’s content, platform and other product offerings. For content related costs, the Company’s policy is to expense costs as incurred. The Company outsources certain aspects of content production to third parties who produce original content on behalf of Skillsoft. Third party costs incurred in these development efforts with external resources may include prepayments and are recognized as expense in proportion to the level of services completed. Software development costs are expensed as incurred, except for costs attributable to upgrades and enhancements that qualify for capitalization. See policy “Capitalized Software Development Costs” for further discussion on this matter. For the period from June 12, 2021 through January 31, 2022 (Successor), the period from February 1, 2021 through June 11, 2021 (Predecessor (SLH)), the period from August 28, 2020 through January 31, 2021 (Predecessor (SLH)), the period from February 1, 2020 through August 27, 2020 (Predecessor (PL)) and the fiscal years ended January 31, 2020 (Predecessor (PL)) the Company incurred $16.1 million, $8.1 million, $11.5 million, $12.6 million, and $25.9 million, respectively of proprietary content development expenses.
Capitalized Software Development Costs	Capitalized Software Development Costs The Company capitalizes certain internal use software development costs related to its SaaS platform incurred during the application development stage. Costs related to preliminary project activities and to post-implementation activities are expensed as incurred. The Company also capitalizes costs related to specific upgrades and enhancements when it is probable that the expenditures will result in additional functionality. Internal use software is amortized on a straight-line basis over its estimated useful life, which is generally 5 years. Management evaluates the useful lives of these assets on an annual basis and tests for impairment whenever events or changes in circumstances occur that could impact the recoverability of the assets. Capitalized costs are recorded as intangible assets in the accompanying balance sheets. For the period from June 12, 2021 through January 31, 2022 (Successor), the period from February 1, 2021 through June 11, 2021 (Predecessor (SLH), the period from August 28, 2020 through January 31, 2021 (Predecessor (SLH)), the period from February 1, 2020 through August 27, 2020 (Predecessor (PL)) and the fiscal years ended January 31, 2020 (Predecessor (PL)) the Company capitalized $2.9 million, $1.7 million, $1.9 million $3.0 million and $4.8 million, respectively, and recgonized amortization of $0.2 million, $0.2 million, $0.1 million, $2.7 million and $3.9 million, respectively.
Content Partner Royalty Expenses	Content Partner Royalty Expenses For the period from June 12, 2021 through January 31, 2022 (Successor), the period from February 1, 2021 through June 11, 2021 (Predecessor (SLH), the period from August 28, 2020 through January 31, 2021 (Predecessor (SLH)), the period from February 1, 2020 through August 27, 2020 (Predecessor (PL)) and the fiscal years ended January 31, 2020 (Predecessor (PL)) the Company recognized $26.6 million, $6.6 million, $7.1 million, $9.2 million, and $16.3 million, respectively of royalty expenses for third party content used or provisioned in the Company’s content library.
Fair Value of Financial Instruments	Fair Value of Financial Instruments Financial instruments consist mainly of cash and cash equivalents, restricted cash, accounts receivable, accounts payable, debt interest rate cap derivatives and warrants. The carrying amount of accounts receivable is net of an allowance for doubtful accounts, which is based on historical collections and known credit risks. See Note 19 for discussion related to the fair value of the Company’s borrowing agreements.
Deferred Financing Costs and Original Issuance Discounts	Deferred Financing Costs and Original Issuance Discounts The Company amortizes deferred debt financing costs (including issuance costs and creditor fees) and original issuance discounts, both recorded as a reduction to the carrying amount of the related debt liability, as interest expense over the terms of the underlying obligations using the effective interest method.
Financial Instruments	Financial Instruments The Company accounts for debt and equity issuances as either equity-classified or liability-classified instruments based on an assessment of the instruments specific terms and applicable authoritative guidance in Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 480, Distinguishing Liabilities from Equity (“ASC 480”) and ASC 815, Derivatives and Hedging (“ASC 815”). The assessment considers whether the instruments are freestanding financial instruments pursuant to ASC 480, meet the definition of a liability pursuant to ASC 480, and whether the instruments meet all of the requirements for equity classification under ASC 815, including whether the instruments are indexed to the Company’s own common stock and whether the holders could potentially require “net cash settlement” in a circumstance outside of the Company’s control, among other conditions for equity classification. This assessment, which requires the use of professional judgment, is conducted at the time of issuance of the instruments and as of each subsequent quarterly period end date while the instruments are outstanding. For issued or modified instruments that meet all of the criteria for equity classification, the instruments are required to be recorded as a component of additional paid-in capital at the time of issuance. For issued or modified instruments that do not meet all the criteria for equity classification (which includes 16.3 million of private placement warrants held by the sponsors for Churchill), the instruments are required to be recorded at their initial fair value on the date of issuance, and each balance sheet date thereafter. Changes in the estimated fair value of the instruments are recognized as a non-cash gain or loss on the statements of operations. The Company has elected to not designate their derivatives as hedging relationships. As such the changes in the fair value of the derivatives are recorded directly in statement of operations.
Concentrations of Credit Risk and Off-Balance-Sheet Risk	Concentrations of Credit Risk and Off-Balance-Sheet Risk For the period from June 12, 2021 through January 31, 2022 (Successor), the period from February 1, 2021 through June 11, 2021 (Predecessor (SLH)), the period from August 28, 2020 through January 31, 2021 (Predecessor (SLH)), the period from February 1, 2020 through August 27, 2020 (Predecessor (PL)) and the fiscal years ended January 31, 2020 (Predecessor (PL)), no customer individually comprised greater than 10% of revenue. As of January 31, 2022 and 2021, no customer individually comprised more than 10% of accounts receivable. The Company considers its customers’ financial condition and generally does not require collateral. The Company maintains a reserve for doubtful accounts and sales credits that is the Company’s best estimate of potentially uncollectible trade receivables. Provisions are made based upon a specific review of all significant outstanding invoices that are considered potentially uncollectible in whole or in part. For those invoices not specifically reviewed or considered uncollectible, provisions are provided at different rates, based upon the age of the receivable, historical experience, and other currently available evidence. The reserve estimates are adjusted as additional information becomes known or payments are made. The Company has no significant off-balance-sheet arrangements nor concentration of credit risks such as foreign exchange contracts, option contracts or other foreign hedging arrangements.
Intangible Assets, Goodwill and Indefinite-Lived Intangible Impairment Assessments	Intangible Assets, Goodwill and Indefinite-Lived Intangible Impairment Assessments The Company records intangible assets at cost and amortizes its finite-lived intangible assets, including customer contracts and internally developed software, over their estimated useful life. The Company reviews intangible assets subject to amortization at least annually to determine if any adverse conditions exist or a change in circumstances has occurred that would indicate impairment or a change in remaining useful life. Conditions that would indicate impairment and trigger a more frequent impairment assessment include, but are not limited to, a significant adverse change in legal factors or business climate that could affect the value of an asset, or an adverse action or assessment by a regulator. In addition, the Company reviews its indefinite-lived intangible assets, including goodwill and certain trademarks, during the fourth quarter of each year for impairment, or more frequently if certain indicators are present or changes in circumstances suggest that impairment may exist and reassesses their classification as indefinite-lived assets. See Note 4 for a discussion of impairment charges recognized for the period from February 1, 2020 through August 27, 2020 (Predecessor (PL)) and the fiscal years ended January 31, 2020.
Restructuring Charges	Restructuring Charges Liabilities related to an exit or disposal activity are recognized in accordance with ASC Topic 420, Liabilities: Exit or Disposal Cost Obligations In addition, the Company accounts for certain employee-related restructuring charges as an ongoing benefit arrangement in accordance with ASC Topic 712, Compensation – Nonretirement Postemployment Benefits The Company recorded facility-related restructuring charges in accordance with ASC 420, before it adopted ASC Topic 842, Leases (“ASC 842”) Property, Plant, and Equipment
Advertising Costs	Advertising Costs Costs incurred for production and communication of advertising initiatives are expensed when incurred. Advertising expenses amounted to approximately $9.4 million, $2.8 million, $3.7 million, $3.2 million, and $5.3 million for the period from June 12, 2021 through January 31, 2022 (Successor), the period from February 1, 2021 through June 11, 2021 (Predecessor (SLH)), the period from August 28, 2020 through January 31, 2021 (Predecessor (SLH)), the period from February 1, 2020 through August 27, 2020 (Predecessor (PL)), and the fiscal year ended January 31, 2020 (Predecessor (PL), respectively.
Income Taxes	Income Taxes The Company provides for deferred income taxes resulting from temporary differences between the basis of its assets and liabilities for financial reporting purposes as compared to tax purposes, using rates expected to be in effect when such differences reverse. The Company records valuation allowances to reduce deferred tax assets to the amount that is more likely than not to be realized. The Company follows the authoritative guidance on accounting for and disclosure of uncertainty in tax positions which requires the Company to determine whether a tax position of the Company is more likely than not to be sustained upon examination, including resolution of any related appeals of litigation processes, based on the technical merits of the position. For tax positions meeting the more likely than not threshold, the tax amount recognized in the financial statements is reduced to the largest benefit that has a greater than fifty percent likelihood of being realized upon the ultimate settlement with the relevant taxing authority. Interest and penalties related to uncertain tax positions is included in the provision for income taxes in the consolidated statement of operations.
Recently Adopted Accounting Guidance	Recently Adopted Accounting Guidance On October 28, 2021, the FASB issued ASU 2021-08 – Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers The adoption of ASU 2021-08 also resulted in the increase of goodwill by $123.5 million attributable to the acquisitions of Software Luxembourg Holdings S.A., Albert DE Holdings, Inc. and Pluma Inc. during the period ended July 31, 2021, as a result of the revised measurement of deferred revenue for acquisitions. On February 1, 2020, the Company adopted ASC Topic 842, Leases (“ASC 842”) using the modified retrospective transition approach, as provided by ASU No. 2018-11, Leases - Targeted Improvements (“ASU 2018-11”). The Company elected the package of practical expedients, which among other things, which allowed the Company to not reassess whether expired or existing contracts are or contain leases and to carry forward the historical lease classification for those leases that commenced prior to the date of adoption. For all lease arrangements, the Company accounts for lease and non-lease components as a single lease component. Leases with an initial term of 12 months or less are not recorded on the balance sheet as the Company recognizes lease expense on a straight-line basis over the lease term. Results for reporting periods beginning after February 1, 2020 are presented under ASC 842, while prior periods have not been adjusted and continue to be reported in accordance with the Company’s historic accounting under previous GAAP. The primary impact of ASC 842 is that substantially all of the Company’s leases are recognized on the balance sheet, by recording right-of-use assets and short-term and long-term lease liabilities. The new standard does not have a material impact on the Company’s consolidated statement of operations and cash flows, and the effects of applying ASC 842 as a cumulative-effect adjustment to retained earnings as of February 1, 2020 was immaterial .

Summary of Significant Accoun_3

Summary of Significant Accounting Policies (Tables)	12 Months Ended
	Jan. 31, 2022
Summary of Significant Accounting Policies
Schedule of property and equipment useful lives	​ ​ ​ ​ Description Estimated Useful Lives Computer equipment ​ 3 years Furniture and fixtures ​ 5 years Leasehold improvements ​ Lesser of 7 years or life of lease

Fresh-Start Reporting (Tables)

Fresh-Start Reporting (Tables)	12 Months Ended
	Jan. 31, 2022
Fresh-Start Reporting
Schedule of reconciliation of enterprise value under reorganization adjustment	The following table reconciles the enterprise value per the Disclosure Statement to the fair value of Predecessor (SLH)’s equity, as of the Effective Date (in thousands, except per share amounts): ​ ​ ​ ​ ​ Enterprise Value (1) $ 1,150,000 Plus: Cash ​ 92,009 Less: Borrowings under accounts receivable facility ​ ​ (48,886) Less: Fair value of debt ​ ​ (514,950) Less: Fair value of warrants ​ (11,200) Implied value of Successor Company common stock ​ $ 666,973 ​ ​ ​ ​ Shares issued upon emergence (Class A and B common stock) ​ ​ 4,000 Per share ​ $ 167 ​ The reconciliation of the Company’s enterprise value to reorganization value as of the Effective Date is as follows (in thousands): ​ ​ ​ ​ ​ Enterprise Value (1) $ 1,150,000 Plus: ​ ​ Cash ​ ​ 92,009 Current liabilities (excluding AR facility and Current maturity of long-term debt) ​ ​ 134,257 Deferred tax liabilities ​ ​ 103,930 Other long-term liabilities ​ 7,140 Non-current lease obligations ​ ​ 16,399 Reorganization Value ​ $ 1,503,735 (1) Enterprise value includes the value of warrants that are classified as liability
Schedule of adjustment to assets and liabilities under fresh start adjustment	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Reoganization ​ Fresh Start ​ ​ ​ Predecessor Adjustments Adjustment Successor ASSETS ​ ​ ​ ​ ​ ​ Current assets: ​ ​ ​ ​ ​ ​ Cash and cash equivalents ​ $ 42,341 ​ $ 49,668 (1) $ — ​ $ 92,009 Restricted cash ​ 35,306 ​ (25,000) (1) — ​ 10,306 Accounts receivable ​ 73,607 ​ 1,700 (2) (990) (10) 74,317 Prepaid expenses and other current assets ​ 39,317 ​ (300) (2) (10,573) (11) 28,444 Total current assets ​ 190,571 ​ 26,068 ​ (11,563) ​ 205,076 Property and equipment, net ​ 15,523 ​ 500 (2) — ​ 16,023 Goodwill ​ 1,070,674 ​ 5,100 (2) (580,639) (12) 495,135 Intangible assets, net ​ 249,962 ​ — ​ 516,124 (13) 766,086 Right of use assets ​ 17,454 ​ — ​ 367 (14) 17,821 Other assets ​ 17,313 ​ (3,500) (2) (10,219) (11) 3,594 Total assets ​ $ 1,561,497 ​ $ 28,168 ​ $ (85,930) ​ $ 1,503,735 LIABILITIES AND SHAREHOLDER'S (DEFICIT) EQUITY ​ ​ ​ ​ Current liabilities: ​ ​ ​ ​ Current maturities of long-term debt ​ $ 60,000 ​ $ (57,400) (3) $ — ​ $ 2,600 Borrowings under accounts receivable facility ​ 48,886 ​ — ​ — ​ 48,886 Accounts payable ​ 7,851 ​ 300 (2) — ​ 8,151 Accrued compensation ​ 23,587 ​ 1,400 (2) — ​ 24,987 Accrued expenses and other liabilities ​ 12,105 ​ 500 (2) — ​ 12,605 Lease liabilities ​ 1,699 ​ 3,245 (6) (175) (14) 4,769 Deferred revenue ​ 196,469 ​ 2,400 (2) (115,124) (15) 83,745 Total current liabilities ​ 350,597 ​ (49,555) ​ (115,299) ​ 185,743 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Long-term debt ​ — ​ 517,400 (3)(4) (5,050) (17) 512,350 Long term lease liabilities ​ 3,732 ​ 12,442 (6) 225 (14) 16,399 Warrants ​ — ​ 11,200 (6)(8) — ​ 11,200 Deferred tax liabilities ​ — ​ 30,484 (5)(6) 73,446 (16) 103,930 Deferred revenue - non-current ​ 1,783 ​ — ​ (1,128) (15) 655 Other long-term liabilities ​ 2,289 ​ 3,796 (6) 400 (17) 6,485 Total long-term liabilities ​ 7,804 ​ 575,322 ​ 67,893 ​ 651,019 Liabilities subject to compromise ​ 4,472,954 ​ (4,472,954) (6) — ​ — Total liabilities ​ ​ 4,831,355 ​ ​ (3,947,187) ​ ​ (47,406) ​ ​ 836,762 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Shareholders’ (defecit) equity: ​ ​ ​ ​ Ordinary shares (Predececcor) ​ ​ 138 ​ ​ (138) (7) ​ — ​ ​ — Additional paid-in capital (Predecessor) ​ 83 ​ (83) (7) — ​ — Ordinary shares (Successor) ​ ​ — ​ ​ 40 (6)(8) ​ — ​ ​ 40 Additional paid-in capital (Successor) ​ — ​ 666,933 (6)(8) — ​ 666,933 (Accumulated deficit) retained earnings ​ (3,267,346) ​ 3,308,603 (9) (41,257) (17) — Accumulated other comprehensive loss ​ (2,733) ​ — ​ 2,733 (18) — Total shareholders’ (deficit) equity ​ (3,269,858) ​ 3,975,355 ​ (38,524) ​ 666,973 Total liabilities and shareholders’ (deficit) equity ​ $ 1,561,497 ​ $ 28,168 ​ $ (85,930) ​ $ 1,503,735
Schedule of usage of cash under reorganization adjustment	​ ​ ​ ​ ​ Sources: ​ ​ Release of restriced cash (a) ​ $ 25,000 Additional funding from First Out Term Loan ​ 50,000 Reconsolidation of Canadian subsidiary ​ ​ 1,100 Total sources of cash ​ ​ 76,100 Uses: ​ ​ ​ Exit Facility and DIP Facility rollover financing costs paid upon Effective Date ​ ​ (5,032) Professional success fees paid upon Effective Date ​ (21,400) Total uses of cash ​ ​ (26,432) Net increase in cash ​ $ 49,668 (a) A portion of DIP Facility funds from restricted cash was released upon Effective Date
Schedule of term loan facility under reorganization adjustment	​ ​ ​ ​ ​ Term Loan Facility: ​ ​ Senior Secured First Out Term Loan ​ $ 110,000 Senior Secured Second Out Term Loan ​ 410,000 Total Debt - Exit facility (a) ​ ​ 520,000 Less: ​ ​ ​ Current portion of Long-term debt ​ ​ (2,600) Long-term debt, net of current portion ​ $ 517,400 (a) The Exit Credit Facility bore interest at a rate equal to LIBOR plus 7.50% per annum, with a LIBOR floor of 1.00% . The First Out Term Loan is due in December 2024 and the Second Out Term Loan is due April 2025. The Exit Credit Facility contains customary provisions and reporting requirements, including prepayment penalties and a maximum leverage covenant that will be first measured January 31, 2022 and each quarter thereafter. Quarterly principal repayments of $1.3 million begin for the quarter ended April 30, 2021 and increase to $2.6 million for the quarter ended April 30, 2022 until maturity.
Schedule of disposition of liability under reorganization adjustment	The table below indicates the disposition of liabilities subject to compromise (in thousands): ​ ​ ​ ​ ​ Liabilities subject to compromise pre-emergence $ 4,472,954 Reinstated on the Effective Date: ​ ​ ​ Lease liabilities (current and non-current) ​ (15,687) Deferred tax liabilities ​ ​ (26,107) Other long-term liabilities ​ ​ (3,796) Total liabilities reinstated ​ ​ (45,590) Less amounts settled per the Plan of Reorganization ​ ​ ​ Issuance of new debt ​ ​ (410,000) Issuance of warrants ​ ​ (11,200) Equity issued at emergence to creditors in settlement of Liabilities Subject to Compromise ​ ​ (666,973) Total amounts settled ​ ​ (1,088,173) Gain on settlement of Liabilities Subject to Compromise ​ $ 3,339,191
Schedule of cumulative impact of under reorganization adjustment	​ ​ ​ ​ ​ Gain on settlement of Liabilities subject to compromise $ 3,339,191 Provision for income taxes ​ ​ (4,377) Professional success fees paid upon Effective Date ​ (21,400) Exit Facility and DIP Facility rollover financing costs paid upon Effective Date ​ ​ (5,032) Cancellation of predecessor shares and additional paid in capital ​ ​ 221 Net impact on Accumulated deficit ​ $ 3,308,603
Schedule of goodwill under fresh start adjustment	​ ​ ​ ​ ​ (in thousands) ​ ​ Reorganization value of Successor company $ 1,503,735 Less: Fair value of Successor company assets ​ ​ (1,008,600) Reorganization value of Successor company in excess of asset fair value - Goodwill ​ $ 495,135
Schedule of adjustment to intangible assets under fresh start adjustment	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Estimated ​ Estimated ​ fair value useful life Developed software/ courseware ​ $ 261,600 ​ ​ 3-5 years Customer contracts/ relationships ​ ​ 279,500 ​ ​ 12.4 years Trademarks and trade names ​ ​ 6,300 ​ ​ 9.4 years Backlog ​ ​ 90,200 ​ ​ 4.4 years Skillsoft trademark ​ ​ 91,500 ​ ​ Indefinite Publishing rights ​ ​ 35,200 ​ ​ 5 years Capitalized software ​ ​ 1,786 ​ ​ 5 years Total intangible asset upon emergence ​ ​ 766,086 ​ ​ ​ Elimination of historical acquired intangible assets ​ ​ (249,962) ​ ​ ​ Fresh-start adjustment to acquired intangibles assets ​ $ 516,124 ​ ​ ​
Schedule of cumulative impact of under fresh start adjustment	​ ​ ​ ​ ​ Fresh-start adjustment to accounts receivable, net $ (990) Fresh-start adjustment to prepaid assets and other assets (including long-term) ​ ​ (20,792) Fresh-start adjustment to goodwill ​ ​ (580,639) Fresh-start adjustment to intangible assets, net ​ ​ 516,124 Fresh-start adjustment to operating lease right-of-use assets and liabilities, net ​ ​ 317 Fresh-start adjustment to deferred revenue (current and non-current) ​ ​ 116,252 Fair value adjustment to debt ​ ​ 5,050 Fair value adjustment to other long-term liabilities ​ ​ (400) Total fresh-start adjustments impacting reorganization items, net ​ ​ 34,922 Elimination of accumulated other comprehensive loss ​ ​ (2,733) Tax impact of fresh-start adjustments ​ ​ (73,446) Net impact on accumulated deficit ​ $ (41,257)
Schedule of adjustment of reorganization recognized In statement of operation	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Predecessor ​ ​ ​ ​ ​ ​ February 1, 2020 ​ ​ ​ ​ ​ ​ through ​ ​ ​ August 27, 2020 Gain on settlement of Liabilities subject to compromise ​ ​ ​ ​ ​ $ 3,339,191 Impact of fresh-start adjustments ​ ​ ​ ​ ​ ​ 34,922 Exit Facility and DIP Facility rollover financing costs paid upon Effective Date ​ ​ ​ ​ ​ ​ (5,032) Write-off of pre-petition debt and DIP issuance costs ​ ​ ​ ​ ​ ​ (9,461) Professional success fees paid upon Effective Date ​ ​ ​ ​ ​ ​ (21,399) Professional fees and other bankruptcy related costs ​ ​ ​ ​ ​ ​ (13,076) Gain on Deconsolidation of Canadian subsidiary ​ ​ ​ ​ ​ ​ 4,100 Reorganization items, net ​ ​ ​ ​ ​ $ 3,329,245 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Successor Predecessor ​ ​ August 28, 2020 ​ ​ February 1, 2020 ​ ​ through ​ ​ through ​ January 31, 2021 ​ ​ August 27, 2020 Cash payment for reorganization items, net ​ $ 784 ​ ​ $ 42,916

Business Combinations (Tables)

Business Combinations (Tables)	12 Months Ended
	Jan. 31, 2022
Business Acquisition [Line Items]
Summary of unaudited pro forma financial information	The following unaudited pro forma financial information summarizes the results of operations for the Company as though the acquisition of Skillsoft and Global Knowledge had occurred on February 1, 2020 (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ Unaudited Pro Forma Statement of Operations ​ ​ Twelve months ​ Twelve months ​ ​ ended January 31, ​ ended January 31, ​ 2022 2021 Revenue ​ $ 665,131 ​ $ 661,944 Net loss ​ (57,946) ​ (105,086)
SLH
Business Acquisition [Line Items]
Summary of purchase consideration	The following summarizes the purchase consideration (in thousands): ​ ​ ​ ​ Description Amount Class A common stock issued ​ $ 258,000 Class B common stock issued * ​ 48,375 Cash payments ​ ​ 505,000 Second Out Term Loan ​ ​ 20,000 Cash settlement of seller transaction costs ​ 1,308 Total Purchase Price ​ $ 832,683 * Shares of Class B common stock was converted into Successor Class A common stock at the time of the Merger.
Summary of fair value of the purchase price allocation	The Company preliminarily recorded the fair value of the purchase price to tangible and identifiable intangible assets acquired and liabilities assumed as follows (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Updated ​ Preliminary Purchase ​ ​ ​ Preliminary Purchase Description Price Allocation ​ Adjustments (1)(2) Price Allocation Cash, cash equivalents and restricted cash $ 120,273 ​ $ — ​ $ 120,273 Current assets ​ 118,847 ​ ​ 706 ​ ​ 119,553 Property and equipment 10,825 ​ 1,632 ​ 12,457 Intangible assets ​ 769,799 ​ ​ (4,701) ​ ​ 765,098 Long term assets 18,629 ​ — ​ 18,629 Total assets acquired ​ 1,038,373 ​ ​ (2,363) ​ ​ 1,036,010 Current liabilities (49,056) ​ (350) ​ (49,406) Debt, including accounts receivable facility (552,977) ​ — ​ (552,977) Deferred revenue (123,300) ​ (114,047) ​ (237,347) Deferred and other tax liabilities (99,699) ​ 15,920 ​ (83,779) Long term liabilities (18,325) ​ 1 ​ (18,324) Total liabilities assumed ​ (843,357) ​ ​ (98,476) ​ ​ (941,833) Net assets acquired ​ 195,016 ​ ​ (100,839) ​ ​ 94,177 Goodwill ​ 637,667 ​ ​ 100,839 ​ ​ 738,506 Total purchase price $ 832,683 ​ $ — ​ $ 832,683 (1) The increase in deferred revenue (and the corresponding increase to Goodwill by the same amount) is the result of the adoption of ASU 2021-08 in the quarter ended October 31, 2021. (2) All other changes represent measurement period adjustments attributable to the Company’s review of inputs and assumptions utilized in valuation models and additional information being obtained on preacquisition liabilities. The measurement period adjustments did not have a significant impact on the Company’s results of operations in prior periods.
Summary of identifiable intangible assets and estimated useful lives	The preliminary values allocated to identifiable intangible assets and their estimated useful lives are as follows: (in thousands): ​ ​ ​ ​ ​ ​ ​ Description Amount Life Trademark/tradename – Skillsoft ​ $ 84,700 indefinite Trademark/tradename – SumTotal ​ 5,800 9.6 years Courseware ​ ​ 186,600 5 years Proprietary delivery and development software ​ ​ 114,598 ​ 2.5-7.6 years Publishing Rights ​ 41,100 5 years Customer relationships ​ 271,400 12.6 years Backlog ​ 60,900 4.6 years Total ​ $ 765,098 ​
GK
Business Acquisition [Line Items]
Summary of purchase consideration	The following summarized the purchase consideration (in thousands): ​ ​ ​ ​ Description Amount Cash consideration ​ $ 170,199 Warrants Issued ​ 14,000 Joinder Term Loans ​ ​ 70,000 Cash settlement of seller transaction costs ​ ​ 4,251 Total Purchase Price ​ $ 258,450
Summary of fair value of the purchase price allocation	The Company preliminarily recorded the fair value of the purchase price to tangible and identifiable intangible assets acquired and liabilities assumed as follows (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Updated ​ Preliminary Purchase ​ ​ ​ Preliminary Purchase Description Price Allocation ​ Adjustments (1)(2) Price Allocation Cash, cash equivalents $ 17,524 ​ $ (100) ​ $ 17,424 Current assets 47,849 ​ (2,442) ​ 45,407 Property and equipment ​ 5,531 ​ ​ 1,625 ​ ​ 7,156 Intangible assets ​ 185,800 ​ ​ — ​ ​ 185,800 Long term assets 12,401 ​ (3,325) ​ 9,076 Total assets acquired ​ 269,105 ​ ​ (4,242) ​ ​ 264,863 Current liabilities (74,463) ​ 10,910 ​ (63,553) Deferred revenue (23,018) ​ (8,191) ​ (31,209) Deferred and other tax liabilities ​ (16,934) ​ ​ (8,571) ​ ​ (25,505) Long term liabilities ​ (4,248) ​ ​ 2,168 ​ ​ (2,080) Total liabilities assumed ​ (118,663) ​ ​ (3,684) ​ ​ (122,347) Net assets acquired ​ 150,442 ​ ​ (7,926) ​ ​ 142,516 Goodwill ​ 108,008 ​ ​ 7,926 ​ ​ 115,934 Total Purchase Price $ 258,450 ​ $ — ​ $ 258,450 (1) The increase in deferred revenue (and the corresponding increase to Goodwill by the same amount) is the result of the adoption of ASU 2021-08 in the quarter ended October 31, 2021. (2) All other changes represent measurement period adjustments attributable to the Company’s review of inputs and assumptions utilized in valuation models and additional information being obtained on preacquisition liabilities. The measurement period adjustments did not have a significant impact on the Company’s results of operations in prior periods.
Summary of identifiable intangible assets and estimated useful lives	The preliminary values allocated to identifiable intangible assets and their estimated useful lives are as follows: (in thousands): ​ ​ ​ ​ ​ ​ ​ Description Amount Life Trademark/tradename ​ $ 25,400 indefinite Courseware ​ 1,500 3 years Proprietary delivery and development software ​ ​ 2,500 0.6 years Vendor relationships ​ ​ 43,900 ​ 2.6 years Customer relationships ​ 112,500 10.6 years Total ​ $ 185,800 ​

Intangible Assets (Tables)

Intangible Assets (Tables)	12 Months Ended
	Jan. 31, 2022
Intangible Assets
Schedule of intangible assets	Intangible assets consisted of the following (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ January 31, 2022 (Successor) ​ January 31, 2021 (Predecessor (SLH)) ​ Gross ​ ​ Net Gross ​ ​ Net ​ ​ Carrying ​ Accumulated ​ Carrying ​ Carrying ​ Accumulated ​ Carrying ​ ​ Amount ​ Amortization ​ Amount ​ Amount ​ Amortization ​ Amount Developed software/ courseware ​ $ 315,856 ​ $ 47,323 ​ $ 268,533 ​ $ 265,758 ​ $ 24,669 ​ $ 241,089 Customer contracts/ relationships ​ 386,400 ​ 12,902 ​ 373,498 ​ 279,500 ​ 3,627 ​ 275,873 Vendor relationships ​ 43,900 ​ 21,219 ​ 22,681 ​ ​ — ​ ​ — ​ ​ — Trademarks and trade names ​ 7,300 ​ 780 ​ 6,520 ​ 6,300 ​ 455 ​ 5,845 Publishing rights ​ 41,100 ​ 5,229 ​ 35,871 ​ 35,200 ​ 2,933 ​ 32,267 Backlog ​ 60,900 ​ 6,554 ​ 54,346 ​ 90,200 ​ 8,141 ​ 82,059 Skillsoft trademark ​ 84,700 ​ ​ — ​ 84,700 ​ 91,500 ​ ​ — ​ 91,500 Global Knowledge trademark ​ 25,400 ​ ​ 2,062 ​ 23,338 ​ ​ — ​ ​ — ​ ​ — Total ​ $ 965,556 ​ $ 96,069 ​ $ 869,487 ​ $ 768,458 ​ $ 39,825 ​ $ 728,633
Schedule of amortization expense related to the existing finite-lived intangible assets	Amortization expense related to the existing finite-lived intangible assets is expected to be as follows (in thousands): ​ ​ ​ ​ Fiscal Year Amortization Expense 2023 ​ $ 168,125 2024 ​ 149,025 2025 ​ ​ 125,158 2026 ​ ​ 119,448 2027 ​ 70,764 Thereafter ​ 152,267 Total ​ $ 784,787
Schedule of goodwill	A roll forward of goodwill is as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Description Skillsoft SumTotal GK Consolidated Goodwill, net January 31, 2019 (Predecessor (PL)) ​ $ 1,434,047 ​ $ 260,266 ​ $ — ​ $ 1,694,313 Foreign currency translation adjustment ​ ​ 113 ​ ​ (6) ​ ​ — ​ ​ 107 Impairment of goodwill ​ ​ (321,340) ​ ​ (119,258) ​ ​ — ​ ​ (440,598) Goodwill, net January 31, 2020 (Predecessor (PL)) ​ $ 1,112,820 ​ $ 141,002 ​ $ — ​ $ 1,253,822 Foreign currency translation adjustment ​ ​ (158) ​ ​ (4) ​ ​ — ​ ​ (162) Impairment of goodwill ​ ​ (107,934) ​ ​ (69,952) ​ ​ — ​ ​ (177,886) Canada deconsolidation ​ ​ (5,100) ​ ​ — ​ ​ — ​ ​ (5,100) Goodwill, net August 27, 2020 (Predecessor (PL)) ​ $ 999,628 ​ $ 71,046 ​ $ — ​ $ 1,070,674 Impact of Fresh-Start reporting ​ ​ (507,843) ​ ​ (67,696) ​ ​ — ​ ​ (575,539) Goodwill, net August 28, 2020 (Predecessor (SLH)) ​ ​ 491,785 ​ ​ 3,350 ​ ​ — ​ ​ 495,135 Foreign currency translation adjustment ​ ​ (131) ​ ​ — ​ ​ — ​ ​ (131) Goodwill, net January 31, 2021 (Predecessor SLH) ​ $ 491,654 ​ $ 3,350 ​ $ — ​ $ 495,004 Foreign currency translation adjustment ​ (135) ​ ​ — ​ ​ — ​ (135) Goodwill, net June 11, 2021 (Predecessor SLH) ​ 491,519 ​ 3,350 ​ — ​ $ 494,869 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Acquisition of Skillsoft and GK ​ ​ 659,667 ​ ​ 75,065 ​ ​ 116,413 ​ ​ 851,145 Foreign currency translation adjustment ​ (47) ​ (110) ​ ​ (623) ​ (780) Acquisition of Pluma ​ 14,892 ​ ​ — ​ ​ — ​ 14,892 Measurement period adjustments ​ 3,036 ​ ​ 738 ​ ​ (479) ​ 3,295 Measurement period adjustments - (Pluma) ​ ​ 2,952 ​ ​ — ​ ​ — ​ ​ 2,952 Goodwill, net January 31, 2022(Successor) ​ $ 680,500 ​ $ 75,693 ​ $ 115,311 ​ $ 871,504

Property and Equipment (Tables)

Property and Equipment (Tables)	12 Months Ended
	Jan. 31, 2022
Property and Equipment
Schedule of property and equipment	Property and equipment consists of the following (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Successor Predecessor (SLH) ​ ​ January 31, 2022 ​ ​ January 31, 2021 Computer equipment ​ $ 13,181 ​ ​ $ 12,455 ​ Furniture and fixtures ​ ​ 3,076 ​ ​ ​ 1,894 ​ Leasehold improvements ​ ​ 4,785 ​ ​ ​ 3,383 ​ Construction in progress ​ ​ 2,732 ​ ​ ​ — ​ ​ ​ ​ 23,774 ​ ​ ​ 17,732 ​ Less accumulated depreciation and amortization ​ ​ (5,690) ​ ​ (3,952) ​ ​ ​ $ 18,084 ​ ​ $ 13,780 ​

Taxes (Tables)

Taxes (Tables)	12 Months Ended
	Jan. 31, 2022
Taxes
Summary of Income Tax Benefit (Provision)	Significant components of the income tax benefit (provision) consist of the following (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Fiscal 2022 ​ Fiscal 2021 ​ ​ ​ ​ ​ Successor ​ ​ Predecessor (SLH) ​ Predecessor (SLH) ​ ​ Predecessor (PL) ​ Predecessor (PL) ​ ​ From ​ ​ From ​ From ​ ​ From ​ ​ ​ ​ June 12, 2021 to ​ ​ February 1, 2021 ​ August 28, 2020 ​ ​ February 1, 2020 ​ Fiscal year ended ​ January 31, 2022 ​ ​ to June 11, 2021 January 31, 2021 ​ to August 27, 2020 ​ January 31, 2020 CURRENT: ​ ​ ​ ​ ​ ​ ​ ​ ​ Federal ​ $ (14,501) ​ ​ $ 22,113 ​ $ 410 ​ ​ $ 477 ​ $ 1,436 State ​ ​ (7,215) ​ ​ ​ 5,893 ​ ​ 603 ​ ​ ​ 111 ​ ​ 969 Foreign ​ ​ 2,148 ​ ​ ​ 1,379 ​ ​ 194 ​ ​ ​ 1,633 ​ ​ 3,048 Current tax provision ​ ​ (19,568) ​ ​ ​ 29,385 ​ ​ 1,207 ​ ​ ​ 2,221 ​ ​ 5,453 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ DEFERRED: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Federal ​ ​ 17,030 ​ ​ ​ (20,245) ​ ​ (15,367) ​ ​ ​ 18,733 ​ ​ (708) State ​ ​ 7,040 ​ ​ ​ (7,266) ​ ​ (3,899) ​ ​ ​ (1,477) ​ ​ (1,985) Foreign ​ ​ (9,645) ​ ​ ​ (5,582) ​ ​ (3,875) ​ ​ ​ 48,978 ​ ​ 8,452 Deferred tax (benefit) / provision ​ 14,425 ​ ​ ​ (33,093) ​ ​ (23,141) ​ ​ 66,234 ​ 5,759 Income tax (benefit) / provision ​ $ (5,143) ​ ​ $ (3,708) ​ $ (21,934) ​ ​ $ 68,455 ​ $ 11,212
Summary of Income before Income Tax, Domestic and Foreign	The following table presents the U.S. and foreign components of (loss) income before income taxes (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Fiscal 2022 ​ Fiscal 2021 ​ ​ ​ ​ ​ Successor ​ ​ Predecessor (SLH) ​ Predecessor (SLH) ​ ​ Predecessor (PL) ​ Predecessor (PL) ​ ​ From ​ ​ From ​ From ​ ​ From ​ ​ ​ ​ June 12, 2021 to ​ ​ February 1, 2021 ​ August 28, 2020 ​ ​ February 1, 2020 ​ Fiscal year ended ​ January 31, 2022 ​ ​ to June 11, 2021 January 31, 2021 ​ to August 27, 2020 ​ January 31, 2020 Domestic ​ $ (3,385) ​ ​ $ (19,928) ​ $ (86,333) ​ ​ $ 364,827 ​ $ (197,600) Foreign ​ ​ (48,564) ​ ​ ​ (33,044) ​ ​ (29,323) ​ ​ ​ 2,467,640 ​ ​ (640,393) (Loss) income before income taxes ​ $ (51,949) ​ ​ $ (52,972) ​ $ (115,656) ​ ​ $ 2,832,467 ​ $ (837,993)
Schedule of Effective Income Tax Rate Reconciliation	A reconciliation of the relevant statutory rate to the Company’s effective tax rate is as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Fiscal 2022 ​ Fiscal 2021 ​ ​ ​ ​ ​ Successor ​ ​ Predecessor (SLH) ​ Predecessor (SLH) ​ ​ Predecessor (PL) ​ Predecessor (PL) ​ ​ From ​ ​ From ​ From ​ ​ From ​ ​ ​ ​ June 12, 2021 to ​ ​ February 1, 2021 ​ August 28, 2020 ​ ​ February 1, 2020 ​ Fiscal year ended ​ January 31, 2022 ​ ​ to June 11, 2021 January 31, 2021 ​ to August 27, 2020 ​ January 31, 2020 Income tax provision (benefit) at United States (21.0%) / Luxembourg statutory rate (24.5%) / Irish Statutory rate (12.5%) ​ ​ (21.0)% ​ ​ ​ (24.9)% ​ ​ (24.9)% ​ ​ ​ 12.5% ​ ​ (12.5)% Increase (decrease) in tax resulting from: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ US State income taxes, net of federal benefit ​ ​ (12.0)% ​ ​ ​ (2.1)% ​ ​ (5.7)% ​ ​ ​ 0.2% ​ ​ (0.2)% Foreign rate differential ​ ​ 7.2% ​ ​ ​ 10.1% ​ ​ 6.1% ​ ​ ​ (0.2)% ​ ​ (1.9)% Global Intangible Low-Taxed Income ​ ​ (1.4)% ​ ​ ​ 0.2% ​ ​ 0.0% ​ ​ ​ 0.0% ​ ​ 0.0% Non-deductible expenses ​ ​ 0.7% ​ ​ ​ 0.4% ​ ​ 0.5% ​ ​ ​ 0.3% ​ ​ 1.3% Non-deductible interest ​ ​ (3.2)% ​ ​ ​ 0.0% ​ ​ 0.0% ​ ​ ​ 0.1% ​ ​ 0.0% Non-deductible officer compensation ​ ​ 4.7% ​ ​ ​ 0.0% ​ ​ 0.5% ​ ​ ​ 0.0% ​ ​ 0.0% Warrants ​ ​ (7.1)% ​ ​ ​ 0.0% ​ ​ (0.6)% ​ ​ ​ 0.0% ​ ​ 0.0% Transaction costs ​ ​ 3.0% ​ ​ ​ 0.1% ​ ​ (7.6)% ​ ​ ​ 0.0% ​ ​ 0.0% Unrecognized tax benefit ​ ​ 9.3% ​ ​ ​ (2.5)% ​ ​ (0.4)% ​ ​ ​ 0.0% ​ ​ 0.2% Change in valuation allowance ​ ​ 12.9% ​ ​ ​ 6.4% ​ ​ 3.6% ​ ​ ​ (4.2)% ​ ​ 5.5% Impairment of goodwill ​ ​ 0.0% ​ ​ ​ 0.0% ​ ​ 0.0% ​ ​ ​ 1.0% ​ ​ 7.9% Reorganization and fresh start adjustments ​ ​ 0.0% ​ ​ ​ 0.0% ​ ​ 9.7% ​ ​ ​ (8.1)% ​ ​ 0.0% Return to provision adjustment ​ ​ (2.6)% ​ ​ ​ 5.1% ​ ​ 0.0% ​ ​ ​ 0.7% ​ ​ 0.0% Other ​ ​ (0.4)% ​ ​ ​ 0.2% ​ ​ 0.1% ​ ​ ​ 0.1% ​ ​ 1.2% Effective tax rate - provision (benefit) ​ ​ (9.9)% ​ ​ ​ (7.0)% ​ ​ (18.7)% ​ ​ ​ 2.4% ​ ​ 1.5%
Schedule of Deferred Tax Assets and Liabilities	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Successor Predecessor (SLH) ​ ​ January 31, 2022 ​ ​ January 31, 2021 ASSETS: ​ ​ ​ ​ ​ ​ ​ Net operating loss carryforwards ​ $ 78,901 ​ ​ $ 13,517 Deferred interest expense ​ 55,653 ​ ​ 35,852 Reserves and accruals ​ 18,048 ​ ​ 9,038 Lease liabilities ​ ​ 3,381 ​ ​ ​ 3,862 Tax credits ​ ​ 880 ​ ​ ​ 99 Transaction costs ​ ​ 5,987 ​ ​ ​ 19,532 Other intangibles ​ ​ — ​ ​ ​ 3,505 Gross deferred tax assets ​ ​ 162,850 ​ ​ ​ 85,405 Less: Valuation allowance ​ ​ (125,196) ​ ​ ​ (45,567) Net deferred tax assets ​ $ 37,654 ​ ​ $ 39,838 LIABILITIES: ​ ​ ​ ​ ​ ​ ​ Intangibles ​ $ (121,499) ​ ​ $ (99,587) Property and equipment, net ​ ​ (7,283) ​ ​ ​ (2,971) Accrued Interest ​ ​ (4,007) ​ ​ ​ (4,522) Right-of-use asset ​ ​ (3,169) ​ ​ ​ (3,141) Deferred revenue ​ ​ — ​ ​ ​ (6,199) Other ​ ​ (1,607) ​ ​ ​ (4,426) Gross deferred tax liabilities ​ ​ (137,565) ​ ​ ​ (120,846) Total net deferred tax liabilities, net ​ $ (99,911) ​ ​ $ (81,008)
Schedule of Unrecognized Tax Benefits	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Fiscal 2022 ​ Fiscal 2021 ​ ​ ​ ​ ​ Successor ​ ​ Predecessor (SLH) ​ Predecessor (SLH) ​ ​ Predecessor (PL) ​ Predecessor (PL) ​ ​ From ​ ​ From ​ From ​ ​ From ​ ​ ​ ​ June 12, 2021 to ​ ​ February 1, 2021 ​ August 28, 2020 ​ ​ February 1, 2020 ​ Fiscal year ended ​ January 31, 2022 ​ ​ to June 11, 2021 January 31, 2021 ​ to August 27, 2020 ​ January 31, 2020 Unrecognized tax benefits, beginning balances ​ $ 3,115 ​ ​ $ 3,918 ​ $ 3,768 ​ ​ $ 3,773 ​ $ 2,081 Increases for tax positions taken during the current period ​ ​ 6,161 ​ ​ ​ — ​ ​ — ​ ​ ​ — ​ ​ — Increases for tax positions taken during a prior period ​ ​ 5,975 ​ ​ ​ — ​ ​ 37 ​ ​ ​ 35 ​ ​ 1,987 Decreases for tax positions taken during a prior period ​ ​ — ​ ​ ​ (788) ​ ​ — ​ ​ ​ (40) ​ ​ (295) Other ​ ​ (64) ​ ​ ​ (15) ​ ​ 452 ​ ​ ​ — ​ ​ — Decreases resulting from the expiration of statute of limitations ​ ​ (847) ​ ​ ​ — ​ ​ (339) ​ ​ ​ — ​ ​ — Unrecognized tax benefits, ending balance ​ $ 14,340 ​ ​ $ 3,115 ​ $ 3,918 ​ ​ $ 3,768 ​ $ 3,773

Prepaid Expenses and Other Cu_2

Prepaid Expenses and Other Current Assets (Tables)	12 Months Ended
	Jan. 31, 2022
Prepaid Expenses and Other Current Assets
Schedule of prepaid expenses and other current assets	Prepaid expense and other current assets in the accompanying consolidated balance sheets consist of the following (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ Successor Predecessor (SLH) ​ ​ January 31, 2022 ​ ​ January 31, 2021 Deferred commission costs – current ​ $ 8,502 ​ ​ $ 3,147 Reclaimable tax ​ ​ 11,359 ​ ​ ​ 9,927 Prepaid software maintenance costs ​ ​ 6,818 ​ ​ 8,587 Prepaid royalties ​ 3,139 ​ ​ 2,958 Prepaid insurance costs ​ 2,608 ​ ​ 752 Prepaid employee benefits ​ ​ 2,567 ​ ​ ​ 1,620 Other Prepaid expenses ​ 5,028 ​ ​ 2,336 Course material ​ ​ 548 ​ ​ ​ — Deposits ​ ​ 633 ​ ​ ​ — Other receivables ​ ​ 4,602 ​ ​ ​ 964 Other current asset ​ ​ 33 ​ ​ ​ 35 Total prepaid expenses and other current assets ​ $ 45,837 ​ ​ $ 30,326

Other Assets (Tables)

Other Assets (Tables)	12 Months Ended
	Jan. 31, 2022
Other Assets
Schedule of other assets	Other assets in the accompanying consolidated balance sheets consist of the following (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ Successor Predecessor (SLH) ​ ​ January 31, 2022 ​ ​ January 31, 2021 Deferred commission costs – non-current ​ $ 8,415 ​ ​ $ 4,437 Deposits ​ ​ 4,259 ​ ​ ​ 1,618 Other ​ ​ 3,051 ​ ​ 2,581 Total other assets ​ $ 15,725 ​ ​ $ 8,636

Accrued Expenses (Tables)

Accrued Expenses (Tables)	12 Months Ended
	Jan. 31, 2022
Accrued Expenses
Schedule of accrued expenses	Accrued expenses in the accompanying consolidated balance sheets consisted of the following (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ Successor Predecessor (SLH) ​ ​ January 31, 2022 ​ ​ January 31, 2021 Professional fees ​ $ 9,529 ​ ​ $ 8,832 Accrued sales tax/VAT ​ ​ 8,902 ​ ​ ​ 5,379 Accrued royalties ​ ​ 2,959 ​ ​ 2,152 Accrued tax ​ 7,801 ​ ​ 2,634 Accrued interest ​ 6,730 ​ ​ 491 Accrued Virtual, on-demand and classroom related costs ​ 5,777 ​ ​ ​ — Accrued accounts payable ​ ​ 3,073 ​ ​ ​ — Refundable payments ​ ​ 2,546 ​ ​ ​ — Other accrued liabilities ​ 3,700 ​ ​ 3,637 Total accrued expenses ​ $ 51,017 ​ ​ $ 23,125

Leases, Commitments and Conti_2

Leases, Commitments and Contingencies (Tables)	12 Months Ended
	Jan. 31, 2022
Leases, Commitments and Contingencies
Schedule of undiscounted future minimum lease payments under non-cancellable leases	The table below reconciles the undiscounted future minimum lease payments under non-cancellable leases to the total lease liabilities recognized on the consolidated balance sheets as of January 31, 2022 (Successor): ​ ​ ​ ​ Fiscal Year Ended January 31 (in thousands): Operating Leases 2023 ​ $ 7,941 2024 ​ 4,758 2025 ​ ​ 3,308 2026 ​ ​ 1,470 2027 ​ 1,201 Thereafter ​ 4,989 Total future minimum lease payments ​ 23,667 Less effects of discounting ​ (3,417) Total lease liabilities ​ $ 20,250 ​ ​ ​ ​ Reported as of January 31, 2022 ​ Lease liabilities ​ $ 6,895 Long-term lease liabilities ​ 13,355 Total lease liabilities ​ $ 20,250

Long-Term Debt (Tables)

Long-Term Debt (Tables)	12 Months Ended
	Jan. 31, 2022
Long-Term Debt
Schedule of debt	Debt consisted of the following (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ Successor ​ Predecessor (SLH) ​ ​ January 31, 2022 ​ ​ January 31, 2021 Term Loan - current portion ​ $ 4,800 ​ ​ $ 5,200 Current maturities of long-term debt ​ $ 4,800 ​ ​ $ 5,200 ​ ​ ​ ​ ​ ​ ​ ​ Term Loan - long-term portion ​ ​ 474,000 ​ ​ ​ 514,800 Less: Fresh-Start Reporting Fair Value Adjustment ​ — ​ ​ ​ (4,564) Less: Original Issue Discount - long-term portion ​ (6,724) ​ ​ ​ — Less: Deferred Financing Costs - long-term portion ​ (5,091) ​ ​ ​ — Long-term debt ​ $ 462,185 ​ ​ $ 510,236
Schedule of maturities of long term debt	The Company’s debt outstanding as of January 31, 2022 matures as shown below (in thousands): ​ ​ ​ ​ Fiscal year ended January 31: ​ 2023 ​ $ 4,800 2024 ​ 4,800 2025 ​ ​ 4,800 2026 ​ ​ 4,800 2027 ​ 4,800 Thereafter ​ 454,800 Total payments ​ 478,800 Less: Current portion ​ (4,800) Less: Unamortized original issue discount and issuance costs ​ (11,815) Long-term portion ​ $ 462,185

Long-Term Liabilities (Tables)

Long-Term Liabilities (Tables)	12 Months Ended
	Jan. 31, 2022
Long-Term Liabilities
Schedule of other noncurrent liabilities	Other long-term liabilities in the accompanying consolidated balance sheets consist of the following (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ Successor Predecessor (SLH) ​ ​ January 31, 2022 ​ January 31, 2021 Uncertain tax positions; including interest and penalties – long-term ​ $ 9,199 ​ $ 5,794 Other ​ ​ 2,231 ​ ​ 204 Total other long-term liabilities ​ $ 11,430 ​ $ 5,998

Warrants (Tables)

Warrants (Tables)	12 Months Ended
	Jan. 31, 2022
Warrants.
Schedule of summary of liability classified warrants	A summary of liability classified warrants is as follows (in thousands, except per share amounts): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Underlying ​ ​ ​ ​ ​ ​ ​ ​ Fair Value ​ ​ Common ​ Strike ​ Redemption ​ Expiration ​ at January 31, Type Shares Price Price Date 2022 Private Placement Warrants – Sponsor 16,300 ​ $ 11.50 None ​ 6/11/26 ​ $ 28,199
Schedule of summary of equity classified warrants	A summary of equity classified warrants is as follows (in thousands, except per share amounts): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Underlying ​ ​ ​ ​ ​ ​ ​ Common ​ Strike ​ Redemption ​ Expiration Type ​ Shares ​ Price ​ Price ​ Date Public Warrants ​ 23,000 ​ $ 11.50 ​ $ 18.00 ​ 6/11/26 Private Placement Warrants (PIPE) ​ 16,667 ​ $ 11.50 ​ $ 18.00 ​ 6/11/26 Private Placement Warrants (Global Knowledge) 5,000 ​ $ 11.50 ​ None 10/12/25 Private Placement Warrants (CEO) 1,000 ​ $ 11.50 ​ None 6/11/26 Total 45,667 ​

Stock-based compensation (Table

Stock-based compensation (Tables)	12 Months Ended
	Jan. 31, 2022
Stock-based compensation
Summary of stock option activity	The following table summarizes the stock option activity for the period from June 12, 2021 to January 31, 2022: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Weighted ​ ​ ​ ​ ​ ​ ​ Weighted ​ Average ​ ​ ​ ​ ​ ​ ​ Average ​ Remaining ​ Aggregate ​ ​ ​ ​ Exercise ​ Contractual ​ Intrinsic Value ​ Shares Price Term (Years) (In thousands) Outstanding, June 11, 2021 ​ ​ ​ ​ ​ ​ ​ Granted ​ 2,825,752 ​ $ 10.76 ​ 9.4 ​ ​ ​ Exercised — ​ — — ​ ​ Forfeited — ​ — — ​ ​ Expired — ​ — — ​ ​ Outstanding, January 31, 2022 2,825,752 ​ $ 10.76 9.4 $ — Vested and Exercisable, January 31, 2022 125,000 ​ $ 10.75 $ —
Schedule of assumptions used for stock options using the Black Scholes model	The grant date fair value of the stock options was determined using the Black Scholes model with the following assumptions: ​ ​ ​ ​ ​ ​ From June 12, 2021 ​ ​ to January 31, 2022 ​ Risk-free interest rates ​ ​ 1.0 % Expected dividend yield ​ ​ — Volatility factor ​ ​ 30 - 31 % Expected lives (years) ​ 6.1 ​ Weighted average fair value of options granted ​ $ 3.36 ​
Summary of the RSU activity	The following table summarizes the RSU activity for the period from June 12, 2021 to January 31, 2022: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Weighted- ​ Aggregate ​ ​ ​ ​ Average Grant ​ Intrinsic Value ​ Shares Date Fair Value (in thousands) Unvested balance, June 11, 2021 ​ ​ ​ ​ ​ ​ ​ ​ Granted ​ 5,726,354 ​ $ 10.29 ​ ​ ​ Vested ​ (333,334) ​ ​ 10.75 ​ ​ ​ Forfeited (301,168) ​ 10.27 ​ ​ Unvested balance, January 31, 2022 5,091,852 ​ $ 10.26 ​ $ 37,782
Summary of the MBRSU activity	The following table summarizes the MBRSU activity for the period from June 12, 2021 to January 31, 2022: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Weighted- Aggregate ​ ​ ​ ​ Average Grant ​ Intrinsic Value ​ ​ Shares ​ Date Fair Value ​ (in thousands) Unvested balance, June 11, 2021 ​ ​ ​ ​ ​ ​ ​ ​ Granted 1,241,978 ​ $ 8.45 ​ ​ Vested — ​ ​ — ​ ​ Forfeited (146,000) ​ ​ 8.60 ​ ​ Unvested balance, January 31, 2022 1,095,978 ​ $ 8.43 ​ $ 8,132
Schedule of classification of stock-based compensation	The following summarizes the classification of stock-based compensation in the condensed consolidated statements of operations (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Fiscal 2022 ​ Fiscal 2021 ​ Fiscal 2020 ​ ​ Successor ​ ​ Predecessor (SLH) ​ Predecessor (SLH) ​ ​ Predecessor (PL) ​ Predecessor (PL) ​ ​ From ​ ​ From ​ From ​ ​ From ​ ​ ​ ​ June 12, 2021 to ​ ​ February 1, 2021 ​ August 28, 2020 ​ ​ February 1, 2020 ​ Fiscal year ended ​ January 31, 2022 ​ ​ to June 11, 2021 January 31, 2021 ​ to August 27, 2020 ​ January 31, 2020 Cost of revenues ​ $ — ​ ​ $ — ​ $ — ​ ​ $ — ​ $ — Content and software development ​ 895 ​ ​ — ​ — ​ ​ — ​ 6 Selling and marketing ​ 2,043 ​ ​ — ​ — ​ ​ — ​ 77 General and administrative ​ 11,726 ​ ​ — ​ — ​ ​ — ​ — Total ​ $ 14,664 ​ ​ $ — ​ $ — ​ ​ $ — ​ $ 83

Revenue (Tables)

Revenue (Tables)	12 Months Ended
	Jan. 31, 2022
Revenue
Schedule of disaggregated revenue	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Fiscal 2022 ​ Fiscal 2021 ​ ​ ​ ​ ​ Successor ​ ​ Predecessor (SLH) ​ Predecessor (SLH) ​ Predecessor (PL) Predecessor (PL) ​ ​ From ​ ​ From ​ From ​ ​ From ​ ​ ​ ​ June 12, 2021 to ​ ​ February 1, 2021 ​ August 28, 2020 ​ ​ February 1, 2020 ​ Fiscal year ended ​ January 31, 2022 ​ ​ to June 11, 2021 ​ to January 31, 2021 ​ ​ to August 27, 2020 ​ January 31, 2020 SaaS and subscription services ​ $ 255,432 ​ ​ $ 119,233 ​ $ 93,205 ​ ​ $ 234,766 ​ $ 439,791 Software maintenance ​ 11,868 ​ ​ ​ 5,984 ​ ​ 4,770 ​ ​ ​ 12,079 ​ ​ 23,982 Professional services ​ 26,302 ​ ​ ​ 13,495 ​ ​ 9,546 ​ ​ ​ 24,499 ​ ​ 45,661 Perpetual software licenses ​ 1,545 ​ ​ ​ 924 ​ ​ 1,241 ​ ​ ​ 2,486 ​ ​ 1,885 Hardware and other ​ 21 ​ ​ ​ — ​ ​ 6 ​ ​ ​ 21 ​ ​ 2,702 Virtual, on-demand and classroom ​ 132,586 ​ ​ ​ — ​ ​ — ​ ​ ​ — ​ ​ — Total net revenues (1) ​ $ 427,754 ​ ​ $ 139,636 ​ $ 108,768 ​ ​ $ 273,851 ​ $ 514,021 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Fiscal 2022 ​ Fiscal 2021 ​ ​ ​ ​ ​ Successor ​ ​ Predecessor (SLH) ​ Predecessor (SLH) ​ ​ Predecessor (PL) ​ Predecessor (PL) ​ ​ From ​ ​ From ​ From ​ ​ From ​ ​ ​ ​ June 12, 2021 to ​ ​ February 1, 2021 ​ August 28, 2020 ​ ​ February 1, 2020 ​ Fiscal year ended ​ January 31, 2022 ​ ​ to June 11, 2021 ​ to January 31, 2021 ​ ​ to August 27, 2020 ​ January 31, 2020 Revenue: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ United States ​ $ 270,487 ​ ​ $ 101,884 ​ $ 84,248 ​ ​ $ 217,783 ​ $ 405,065 Other Americas ​ 29,248 ​ ​ ​ 8,724 ​ ​ 4,724 ​ ​ ​ 8,899 ​ ​ 21,925 Europe, Middle East and Africa ​ 111,946 ​ ​ ​ 19,729 ​ ​ 13,934 ​ ​ ​ 32,788 ​ ​ 61,321 Asia-Pacific ​ 16,073 ​ ​ ​ 9,299 ​ ​ 5,862 ​ ​ ​ 14,381 ​ ​ 25,710 Total net revenues (1) ​ $ 427,754 ​ ​ $ 139,636 ​ $ 108,768 ​ ​ $ 273,851 ​ $ 514,021
Schedule of deferred revenue	Deferred revenue activity for the periods through January 31, 2022 was as follows (in thousands): ​ ​ ​ ​ Deferred revenue at January 31, 2021 (Predecessor (SLH)) $ 260,584 Billings deferred ​ 109,450 Recognition of prior deferred revenue ​ (139,636) Deferred revenue at June 11, 2021 (Predecessor (SLH)) ​ $ 230,398 ​ ​ ​ ​ Acquisition of Skillsoft and GK ​ ​ 268,299 Billings deferred ​ 486,444 Recognition of prior deferred revenue ​ (427,754) Acquisition of Pluma ​ 5,864 Deferred revenue at January 31, 2022 (Successor) ​ $ 332,853
Schedule of deferred contract acquisition costs	Deferred contract acquisition cost activity for the periods through January 31, 2022 was as follows (in thousands): ​ ​ ​ ​ Deferred contract acquisition costs at January 31, 2021 (Predecessor (SLH)) $ 7,584 Contract acquisition costs ​ 6,931 Recognition of contract acquisition costs ​ (5,828) Deferred contract acquisition costs at June 11, 2021 (Predecessor (SLH)) ​ ​ 8,687 ​ ​ ​ ​ Deferred contract acquisition costs at June 12, 2021 (Successor) ​ ​ — Contract acquisition costs ​ 30,888 Recognition of contract acquisition costs ​ (13,971) Deferred contract acquisition costs at January 31, 2022 (Successor) ​ $ 16,917

Fair Value Measurements (Tables

Fair Value Measurements (Tables)	12 Months Ended
	Jan. 31, 2022
Fair Value Measurements
Schedule of company's assets and liabilities that are measured at fair value on a recurring basis	The following table summarizes the Company’s assets and liabilities that are measured at fair value on a recurring basis as of January 31, 2022 and are categorized using the fair value hierarchy (in thousands): ​ ​ ​ ​ ​ ​ ​ Total (Level 3) ​ ​ ​ ​ ​ ​ Private Placement Warrants – Sponsor ​ $ 28,199 28,199 Total liabilities recorded at fair value ​ $ 28,199 28,199
Schedule of reconciliation of Level 3 instruments	The following tables reconcile Level 3 instruments for which significant unobservable inputs were used to determine fair value: ​ ​ ​ ​ ​ ​ For the Period from ​ ​ February 1, 2021 ​ to June 11, 2021 Balance as of January 31, 2021 (Predecessor (SLH)) ​ $ 900 Unrealized gains recognized as other income ​ (900) Balance as of June 11, 2021 (Predecessor (SLH)) ​ $ — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the Period from ​ ​ June 12, 2021 ​ ​ to January 31, 2022 Balance as of June 12, 2021 (Successor) ​ 45,640 Unrealized losses recognized as other income ​ (17,441) Balance as of January 31, 2022 (Successor) ​ $ 28,199
Schedule of assumptions used valuing Successor Company Warrants	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ June 11, 2021 ​ ​ January 31, 2022 ​ Risk-free interest rates ​ ​ 0.76 % ​ ​ 1.54 % Expected dividend yield ​ ​ — ​ ​ — Volatility factor ​ ​ 31 % ​ ​ 43 % Expected lives (years) ​ 5.0 ​ ​ 4.4 ​ Value per unit ​ $ 2.80 ​ ​ $ 1.73 ​

Segment Information (Tables)

Segment Information (Tables)	12 Months Ended
	Jan. 31, 2022
Segment Information
Summary of the company's segment results and segment assets	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Fiscal 2022 ​ Fiscal 2021 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Successor ​ ​ Predecessor (SLH) ​ Predecessor (SLH) ​ ​ Predecessor (PL) ​ Predecessor (PL) ​ ​ From ​ ​ From ​ From ​ ​ From ​ ​ ​ ​ June 12, 2021 to ​ ​ February 1, 2021 ​ August 28, 2020 ​ ​ February 1, 2020 ​ Fiscal year ended ​ January 31, 2022 ​ ​ to June 11, 2021 January 31, 2021 ​ to August 27, 2020 ​ January 31, 2020 Skillsoft ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Revenues $ 215,473 ​ ​ $ 101,434 ​ $ 72,425 ​ ​ $ 196,238 ​ $ 362,503 Operating expenses ​ 253,286 ​ ​ ​ 137,882 ​ ​ 158,671 ​ ​ ​ 398,178 ​ ​ 637,658 Operating loss ​ (37,813) ​ ​ ​ (36,448) ​ ​ (86,246) ​ ​ ​ (201,940) ​ ​ (275,155) SumTotal ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Revenues ​ 79,695 ​ ​ ​ 38,202 ​ ​ 36,343 ​ ​ ​ 77,613 ​ ​ 151,518 Operating expenses ​ 68,364 ​ ​ ​ 38,377 ​ ​ 49,269 ​ ​ ​ 205,483 ​ ​ 279,579 Operating income (loss) ​ 11,331 ​ ​ ​ (175) ​ ​ (12,926) ​ ​ ​ (127,870) ​ ​ (128,061) Global Knowledge ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Revenues ​ 132,586 ​ ​ ​ — ​ ​ — ​ ​ ​ — ​ ​ — Operating expenses ​ 149,372 ​ ​ ​ — ​ ​ — ​ ​ ​ — ​ ​ — Operating loss ​ (16,786) ​ ​ ​ — ​ ​ — ​ ​ ​ — ​ ​ — Consolidated ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Revenues ​ 427,754 ​ ​ ​ 139,636 ​ ​ 108,768 ​ ​ ​ 273,851 ​ ​ 514,021 Operating expenses ​ 471,022 ​ ​ ​ 176,259 ​ ​ 207,940 ​ ​ ​ 603,661 ​ ​ 917,237 Operating loss ​ (43,268) ​ ​ ​ (36,623) ​ ​ (99,172) ​ ​ ​ (329,810) ​ ​ (403,216) Total non-operating (expense) income ​ 15,591 ​ ​ ​ 471 ​ ​ 3,476 ​ ​ ​ 1,373 ​ ​ (5,120) Interest expense, net ​ (24,272) ​ ​ ​ (16,820) ​ ​ (19,960) ​ ​ ​ (168,341) ​ ​ (429,657) Reorganization items, net ​ — ​ ​ ​ — ​ ​ — ​ ​ ​ 3,329,245 ​ ​ — Benefits from (provision for) income taxes ​ 5,143 ​ ​ ​ 3,708 ​ ​ 21,934 ​ ​ ​ (68,455) ​ ​ (11,212) Net (loss) income $ (46,806) ​ ​ $ (49,264) ​ $ (93,722) ​ ​ $ 2,764,012 ​ $ (849,205)
Schedule of the company's long-lived tangible assets by geographic region	The Company’s segment assets primarily consist of cash and cash equivalents, accounts receivable, prepaid expenses, deferred taxes, property and equipment, goodwill and intangible assets. The following table sets forth the Company’s segment assets as of January 31, 2022 and January 31, 2021 (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Successor ​ ​ Predecessor (SLH) ​ January 31, 2022 January 31, 2021 ​ ​ ​ ​ ​ ​ ​ ​ Skillsoft ​ $ 1,651,166 ​ ​ $ 1,398,379 SumTotal ​ ​ 226,856 ​ ​ 147,358 Global Knowledge ​ ​ 344,902 ​ ​ ​ — Corporate ​ ​ — ​ ​ ​ — Consolidated ​ $ 2,222,924 ​ ​ $ 1,545,737 ​ The following table sets forth the Company’s long-lived tangible assets by geographic region as of Jnauary 31, 2022 and January 31, 2021 (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Successor ​ ​ Predecessor (SLH) ​ January 31, 2022 January 31, 2021 ​ ​ ​ ​ ​ ​ ​ ​ United States ​ $ 14,735 ​ ​ $ 10,613 Ireland ​ ​ 313 ​ ​ 609 Rest of world ​ ​ 3,036 ​ ​ ​ 2,558 Total ​ $ 18,084 ​ ​ $ 13,780

Net Loss Per Share (Tables)

Net Loss Per Share (Tables)	12 Months Ended
	Jan. 31, 2022
Net Loss Per Share
Schedule of basic and diluted earnings per share	The following tables set forth the computation of basic and diluted earnings per share (in thousands, except number of shares and per share data): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Fiscal 2022 ​ Fiscal 2021 ​ ​ ​ ​ ​ ​ Successor ​ ​ Predecessor (SLH) ​ ​ Predecessor (SLH) ​ ​ Predecessor (PL) ​ ​ Predecessor (PL) ​ ​ ​ From ​ ​ From ​ ​ From ​ ​ From ​ ​ ​ ​ ​ ​ June 12, 2021 ​ ​ February 1, 2021 ​ ​ August 27, 2020 ​ ​ February 1, 2020 ​ ​ ​ ​ ​ ​ to Januar 31, ​ ​ to June 11, ​ ​ to Januar 31, ​ ​ to August 27, ​ ​ Fiscal year ended ​ ​ 2022 ​ ​ 2021 ​ ​ 2021 ​ ​ 2020 ​ ​ January 31, 2020 Net loss ​ $ (46,806) ​ $ (49,264) $ (93,722) ​ ​ 2,764,012 ​ ​ (849,205) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Weighted average common shares outstanding: ​ ​ ​ ​ ​ ​ ​ ​ Ordinary – Basic and Diluted (Predecessor (PL)) ​ * ​ ​ * ​ * ​ ​ 100.1 ​ ​ 100.1 Class A – Basic and Diluted (Predecessor (SLH)) ​ * ​ ​ 3,840 ​ 3,840 ​ ​ * ​ ​ * Class B – Basic and Diluted (Predecessor (SLH)) ​ ​ * ​ ​ 160 ​ 160 ​ ​ * ​ ​ * Ordinary – Basic and Diluted (Successor) ​ 133,143 ​ ​ * ​ * ​ ​ * ​ ​ * ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net loss per share class (Predecessor (SLH) only) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net loss for Class A ​ ​ ​ ​ $ (47,293) ​ $ (89,973) ​ ​ ​ ​ ​ ​ Loss on modifications of terms of participation rights held by Class B shareholders and warrants ​ ​ ​ ​ ​ — ​ ​ (5,900) ​ ​ ​ ​ ​ ​ Net loss attributable to Class A ​ ​ ​ ​ $ (47,293) ​ $ (95,873) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net loss for Class B ​ ​ ​ ​ $ (1,971) ​ $ (3,749) ​ ​ ​ ​ ​ ​ Gain on modifications of terms of participation rights held by Class B shareholders and warrants ​ ​ ​ ​ ​ — ​ ​ 5,900 ​ ​ ​ ​ ​ ​ Net income attributable to Class B ​ ​ ​ ​ $ (1,971) ​ $ 2,151 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net loss per share: ​ ​ ​ ​ ​ ​ ​ ​ Ordinary – Basic and Diluted (Predecessor (PL)) ​ * ​ ​ * ​ * ​ $ 27,612.51 ​ $ (8,483.57) Class A – Basic and Diluted (Predecessor (SLH)) ​ * ​ $ (12.32) ​ $ (24.97) ​ ​ * ​ ​ * Class B – Basic and Diluted (Predecessor (SLH)) ​ ​ * ​ $ (12.32) ​ $ 13.44 ​ ​ * ​ ​ * Ordinary – Basic and Diluted (Successor) ​ $ (0.35) ​ ​ * ​ ​ * ​ ​ * ​ ​ * * Not Applicable
Schedule of anti-dilutive loss per share	​ ​ ​ ​ ​ ​ ​ ​ Successor Predecessor (SLH) ​ ​ ​ ​ ​ ​ Warrants to purchase common shares 61,967 706 Stock Options 2,826 ​ — RSU’s 6,558 ​ — Total 71,351 706

Quarterly Results of Operatio_2

Quarterly Results of Operations (Unaudited) (Tables)	12 Months Ended
	Jan. 31, 2022
Quarterly Results of Operations (Unaudited)
Schedule of Quarterly Financial Results	On October 28, 2021, the FASB issued ASU 2021 08 – Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers (“ASU 2021 08”). ASU 2021 08 requires an acquirer in a business combination to recognize and measure deferred revenue from acquired contracts using the revenue recognition guidance in Accounting Standards Codification Topic 606, rather than the prior requirement to record deferred revenue at fair value. ASU 2021 08 allows for immediate adoption on a retrospective basis for all business combinations that have occurred since the beginning of the annual period that includes the interim period of adoption. The Company elected to adopt ASU 2021 08 on a retrospective basis, effective at the beginning of the Successor period on June 11, 2021 which resulted in changes in the Successor information for the period from June 12, 2021 through July 31, 2021. The revised information for that period is shown below. The following information has been derived from unaudited consolidated financial statements that, in the opinion of management, includes all normal recurring adjustments necessary for a fair presentation of such information. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Successor ​ ​ Three Months ​ Three Months ​ From ​ ​ Ended ​ Ended ​ June 12, 2021 ​ January 31, 2022 October 31, 2021 to July 31, 2021 Revenues: ​ ​ ​ ​ ​ Total revenues ​ $ 166,183 ​ $ 170,559 ​ $ 91,012 Operating expenses: ​ ​ ​ ​ Costs of revenues ​ 49,517 ​ 48,891 ​ ​ 28,006 Content and software development ​ 20,367 ​ 16,437 ​ ​ 9,878 Selling and marketing ​ 43,938 ​ 39,938 ​ ​ 22,234 General and administrative ​ 26,811 ​ 28,120 ​ ​ 17,073 Amortization of intangible assets ​ 38,835 ​ 37,064 ​ ​ 20,023 Recapitalization and acquisition-related costs ​ ​ 6,512 ​ ​ 3,687 ​ ​ 9,995 Restructuring ​ ​ 2,603 ​ ​ 777 ​ ​ 316 Total operating expenses ​ ​ 188,583 ​ ​ 174,914 ​ ​ 107,525 Operating (loss) income ​ ​ (22,400) ​ ​ (4,355) ​ ​ (16,513) Other (expense) income, net ​ ​ (542) ​ ​ (611) ​ ​ (697) Fair value adjustment of warrants ​ ​ 37,164 ​ ​ (36,838) ​ ​ 17,115 Interest income ​ ​ 64 ​ ​ 18 ​ ​ 12 Interest expense ​ ​ (7,000) ​ ​ (7,510) ​ ​ (9,856) (Loss) income before (benefit from) provision for income taxes ​ 7,286 ​ (49,296) ​ ​ (9,939) (Benefit from) provision for income taxes ​ (617) ​ (6,441) ​ ​ 1,915 Net (loss) income ​ ​ 7,903 ​ ​ (42,855) ​ ​ (11,854) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ (Loss) income per share: ​ ​ ​ ​ Ordinary – Basic and Diluted (Successor) ​ ​ 0.06 ​ ​ (0.32) ​ ​ (0.09) Weighted average common share outstanding: ​ ​ ​ ​ Ordinary – Basic and Diluted (Successor) ​ 133,216 ​ 133,116 ​ ​ 133,059

Organization and Description _2

Organization and Description of Business (Details) - USD ($)	Oct. 12, 2020	Apr. 30, 2020	Jun. 11, 2021	Jan. 31, 2021	Aug. 27, 2020	Jan. 31, 2022	Jan. 31, 2022	Jan. 31, 2021	Jan. 31, 2020
Common stock par value				$ 0.01		$ 0.0001	$ 0.0001	$ 0.01
Warrants purchased						705,882	705,882
Financial Designation, Predecessor and Successor [Fixed List]		Predecessor	Predecessor	Predecessor	Predecessor	Successor	Successor	Predecessor	Predecessor
Class A Common Stock
Common stock par value						$ 0.0001	$ 0.0001
Class A Common Stock | Private Placement
Issuance of shares, PIPE Investment (in shares)	53,000,000
Warrants purchased	16,666,667
Aggregate gross proceeds	$ 530,000,000
Agreement and Plan of Merger
Common stock par value	$ 0.0001
Nominal value per share	$ 0.01
Aggregate principal amount	$ 20,000,000
Agreement and Plan of Merger | Class A Common Stock
Common stock par value	$ 0.0001
Nominal value per share	$ 0.01
Existing Second Out Credit Agreement | Agreement and Plan of Merger
Aggregate redemption price, cash	$ 505,000,000

Summary of Significant Accoun_4

Summary of Significant Accounting Policies - Revenue Recognition (Details)	12 Months Ended
	Jan. 31, 2022
Maximum
Disaggregation of Revenue [Line Items]
Relation period of new customer for initial commissions	5 years
Minimum
Disaggregation of Revenue [Line Items]
Relation period of new customer for initial commissions	3 years

Summary of Significant Accoun_5

Summary of Significant Accounting Policies - Foreign Currency Translation (Details) - USD ($) $ in Millions	4 Months Ended	5 Months Ended	7 Months Ended	8 Months Ended	12 Months Ended
	Jun. 11, 2021	Jan. 31, 2021	Aug. 27, 2020	Jan. 31, 2022	Jan. 31, 2020
Summary of Significant Accounting Policies
Gains (losses) from foreign currency translation	$ (0.2)	$ 0.2	$ 1.1	$ (2.4)	$ (1)

Summary of Significant Accoun_6

Summary of Significant Accounting Policies - Cash, Cash Equivalents and Restricted Stock (Details) $ in Thousands	12 Months Ended
	Jan. 31, 2022USD ($)item	Jun. 11, 2021USD ($)	Jan. 31, 2021USD ($)	Aug. 27, 2020USD ($)	Jan. 31, 2020USD ($)
Summary of Significant Accounting Policies
Cash and cash equivalents	$ 154,672	$ 117,299	$ 71,479	$ 92,009	$ 18,799
Restricted cash	$ 14,251		$ 2,964	$ 10,306
Number of accounts considered as restricted | item	3
Interest rate period of interest reserve account	3 months
Facility balance floor	$ 10,000

Summary of Significant Accoun_7

Summary of Significant Accounting Policies - Property and Equipment (Details) $ in Thousands	12 Months Ended
	Jan. 31, 2022USD ($)
Property, Plant and Equipment [Line Items]
Impairment of property and equipment	$ 0
Computer equipment
Property, Plant and Equipment [Line Items]
Estimated Useful Lives	3 years
Furniture and fixtures
Property, Plant and Equipment [Line Items]
Estimated Useful Lives	5 years
Leasehold improvements
Property, Plant and Equipment [Line Items]
Estimated Useful Lives	7 years

Summary of Significant Accoun_8

Summary of Significant Accounting Policies - Content and Software Development Expenses, Capitalized Software Development Costs (Details) - USD ($) $ in Millions	4 Months Ended	5 Months Ended	7 Months Ended	8 Months Ended	12 Months Ended
	Jun. 11, 2021	Jan. 31, 2021	Aug. 27, 2020	Jan. 31, 2022	Jan. 31, 2022	Jan. 31, 2020
Finite-Lived Intangible Assets [Line Items]
Proprietary content development expenses	$ 8.1	$ 11.5	$ 12.6	$ 16.1		$ 25.9
Software development costs capitalized during period	1.7	1.9	3	2.9		4.8
Amortization recognized during period	$ 0.2	$ 0.1	$ 2.7	$ 0.2		$ 3.9
Developed software/ courseware
Finite-Lived Intangible Assets [Line Items]
Estimated useful life					5 years

Summary of Significant Accoun_9

Summary of Significant Accounting Policies - Content Partner Royalty Expenses, Financial Instruments (Details) - USD ($) $ in Millions	4 Months Ended	5 Months Ended	7 Months Ended	8 Months Ended	12 Months Ended
	Jun. 11, 2021	Jan. 31, 2021	Aug. 27, 2020	Jan. 31, 2022	Jan. 31, 2020
Class of Warrant or Right [Line Items]
Royalty expense	$ 6.6	$ 7.1	$ 9.2	$ 26.6	$ 16.3
Warrants purchased				705,882
Private Placement Warrants - Sponsor
Class of Warrant or Right [Line Items]
Warrants purchased				16,300

Summary of Significant Accou_10

Summary of Significant Accounting Policies - Advertising Costs, Recently Adopted Accounting Guidance (Details) - USD ($) $ in Thousands	4 Months Ended	5 Months Ended	7 Months Ended	8 Months Ended	12 Months Ended
	Jun. 11, 2021	Jan. 31, 2021	Aug. 27, 2020	Jan. 31, 2022	Jan. 31, 2020	Jul. 31, 2021	Jan. 31, 2019
Advertising expense	$ 2,800	$ 3,700	$ 3,200	$ 9,400	$ 5,300
Goodwill	$ 494,869	$ 495,004	$ 495,135	$ 871,504	$ 1,253,822		$ 1,694,313
Impact of Adoption
Goodwill						$ 123,500

Chapter 11 Proceedings and Em_2

Chapter 11 Proceedings and Emergence (Details) - USD ($) $ / shares in Units, $ in Millions	Aug. 27, 2020	Jan. 31, 2022	Sep. 19, 2019	Dec. 20, 2018
Reorganization, Chapter 11 [Line Items]
Warrants purchased		705,882
LIBOR
Reorganization, Chapter 11 [Line Items]
Interest rate on credit facility		7.50%
Tranche A warrants
Reorganization, Chapter 11 [Line Items]
Warrants purchased	235,294
Strike Price	$ 262.34
Tranche B warrants
Reorganization, Chapter 11 [Line Items]
Warrants purchased	470,588
Strike Price	$ 274.84
Exit credit facility | LIBOR
Reorganization, Chapter 11 [Line Items]
Interest rate on credit facility	7.50%
Exit credit facility | Libor floor
Reorganization, Chapter 11 [Line Items]
Interest rate on credit facility	1.00%
Accounts receivable facility
Reorganization, Chapter 11 [Line Items]
Outstanding borrowings	$ 75		$ 90	$ 75
First Lien | Class A Common Stock
Reorganization, Chapter 11 [Line Items]
Shares issued	3,840,000
Second Lien | Class B Common Stock
Reorganization, Chapter 11 [Line Items]
Shares issued	160,000
Chapter 11, Predecessor, before Adjustment | Accounts receivable facility
Reorganization, Chapter 11 [Line Items]
Outstanding borrowings	$ 90

Fresh-Start Reporting (Details)

Fresh-Start Reporting (Details) - USD ($) $ in Thousands	Aug. 27, 2020	Jun. 11, 2021	Jan. 31, 2021	Aug. 27, 2020	Jan. 31, 2022	Jan. 31, 2020
Reorganization, Chapter 11 [Line Items]
Expected tax rate		24.90%	24.90%	12.50%	21.00%	12.50%
Chapter 11, Predecessor, before Adjustment
Reorganization, Chapter 11 [Line Items]
Enterprise value	$ 1,150,000			$ 1,150,000
Weighted average cost of capital	11.00%
Expected tax rate	21.00%
Long-term growth rate, terminal value	3.00%
Chapter 11, Predecessor, before Adjustment | Minimum
Reorganization, Chapter 11 [Line Items]
Enterprise value	$ 1,050,000			1,050,000
Chapter 11, Predecessor, before Adjustment | Maximum
Reorganization, Chapter 11 [Line Items]
Enterprise value	$ 1,250,000			$ 1,250,000

Fresh-Start Reporting - Enterpr

Fresh-Start Reporting - Enterprise value - Predecessor (Details) $ / shares in Units, shares in Thousands, $ in Thousands	Aug. 27, 2020USD ($)$ / sharesshares
Reorganization, Chapter 11 [Line Items]
Implied value of Successor Company common stock	$ 1,503,735
Chapter 11, Predecessor, before Adjustment
Reorganization, Chapter 11 [Line Items]
Enterprise value	1,150,000
Plus: Cash	92,009
Less: Borrowings under accounts receivable facility	(48,886)
Less: Fair value of debt	(514,950)
Less: Fair value of warrants	(11,200)
Implied value of Successor Company common stock	$ 666,973
Shares issued upon emergence (Class A and B common stock) | shares	4,000
Per share | $ / shares	$ 167

Fresh-Start Reporting - Enter_2

Fresh-Start Reporting - Enterprise value - Successor (Details) $ in Thousands	Aug. 27, 2020USD ($)
Reorganization, Chapter 11 [Line Items]
Implied value of Successor Company common stock	$ 1,503,735
Chapter 11, Predecessor, before Adjustment
Reorganization, Chapter 11 [Line Items]
Enterprise value	1,150,000
Plus: Cash	92,009
Implied value of Successor Company common stock	666,973
Reorganization, Chapter 11, Plan Effect Adjustment
Reorganization, Chapter 11 [Line Items]
Enterprise value	1,150,000
Plus: Cash	92,009
Current liabilities (excluding AR facility and Current maturity of long-term debt)	134,257
Deferred tax liabilities	103,930
Other long-term liabilities	7,140
Non-current lease obligations	16,399
Implied value of Successor Company common stock	$ 1,503,735

Fresh-Start Reporting - Assets

Fresh-Start Reporting - Assets and Liabilities (Details) - USD ($) $ in Thousands	Jan. 31, 2022	Jun. 11, 2021	Jan. 31, 2021	Aug. 27, 2020	Aug. 26, 2020	Jan. 31, 2020	Jan. 31, 2019
Current assets:
Cash and cash equivalents	$ 154,672	$ 117,299	$ 71,479	$ 92,009		$ 18,799
Restricted cash	14,251		2,964	10,306
Accounts receivable, less reserves of approximately $294 and $696 as of January 31, 2021 and January 31, 2020, respectively	212,463		179,784	74,317
Prepaid expenses and other current assets	45,837		30,326	28,444
Total current assets	427,223		284,553	205,076
Property and equipment, net	18,084		13,780	16,023
Goodwill	871,504	494,869	495,004	495,135		1,253,822	$ 1,694,313
Net Carrying Amount, Intangible assets	869,487		728,633	766,086
Right of use assets	19,925		15,131	17,821
Other assets	15,725		8,636	3,594
Total assets	2,221,948		1,545,737	1,503,735
Current liabilities:
Current maturities of long-term debt	4,800		5,200	2,600
Borrowings under accounts receivable facility	74,629		17,022	48,886
Accounts payable	25,661		7,425	8,151
Accrued compensation	51,115		36,375	24,987
Accrued expenses and other current liabilities	51,017		23,125	12,605
Lease liabilities	6,895		4,740	4,769
Deferred revenue, current	331,605		257,549	83,745
Total current liabilities	545,722		351,436	185,743
Long-term debt, net of current portion	462,185		510,236	512,350
Lease liabilities non-current	13,355		13,155	16,399
Warrants				11,200
Deferred tax liabilities	137,565		120,846	103,930
Deferred revenue, non-current	1,248		3,035	655
Other long-term liabilities	11,430		5,998	6,485
Total long-term liabilities				651,019
Total liabilities				836,762
Stockholders' Equity
Common stock	11		40
Additional paid-in capital (Predecessor and Successor)	1,306,146		674,333
Accumulated deficit	(247,229)		(93,722)
Accumulated other comprehensive loss	970		(682)
Total Stockholders' Equity	1,059,898	$ 530,275	579,969	666,973		$ (2,761,744)	$ (1,917,325)
Total liabilities and shareholders' equity	$ 2,221,948		1,545,737	1,503,735
Predecessor
Current assets:
Goodwill				1,070,674
Successor
Stockholders' Equity
Common stock				40
Additional paid-in capital (Predecessor and Successor)				666,933
Chapter 11, Predecessor, before Adjustment
Current assets:
Cash and cash equivalents				42,341
Restricted cash				35,306
Accounts receivable, less reserves of approximately $294 and $696 as of January 31, 2021 and January 31, 2020, respectively				73,607
Prepaid expenses and other current assets				39,317
Total current assets				190,571
Property and equipment, net				15,523
Goodwill				1,070,674
Net Carrying Amount, Intangible assets				249,962
Right of use assets				17,454
Other assets				17,313
Total assets				1,561,497
Current liabilities:
Current maturities of long-term debt				60,000
Borrowings under accounts receivable facility				48,886
Accounts payable				7,851
Accrued compensation				23,587
Accrued expenses and other current liabilities				12,105
Lease liabilities				1,699
Deferred revenue, current				196,469
Total current liabilities				350,597
Lease liabilities non-current				3,732
Deferred revenue, non-current				1,783
Other long-term liabilities				2,289
Total long-term liabilities				7,804
Liabilities subject to compromise				4,472,954
Total liabilities				4,831,355
Stockholders' Equity
Accumulated deficit				(3,267,346)
Accumulated other comprehensive loss				(2,733)
Total Stockholders' Equity				(3,269,858)
Total liabilities and shareholders' equity				1,561,497
Chapter 11, Predecessor, before Adjustment | Predecessor
Stockholders' Equity
Common stock				138
Additional paid-in capital (Predecessor and Successor)				83
Reorganization, Chapter 11, Plan Effect Adjustment
Current assets:
Cash and cash equivalents				49,668
Restricted cash				(25,000)
Accounts receivable, less reserves of approximately $294 and $696 as of January 31, 2021 and January 31, 2020, respectively				1,700
Prepaid expenses and other current assets				(300)
Total current assets				26,068
Property and equipment, net				500
Goodwill				5,100
Other assets				(3,500)
Total assets				28,168
Current liabilities:
Current maturities of long-term debt				(57,400)
Accounts payable				300
Accrued compensation				1,400
Accrued expenses and other current liabilities				500
Lease liabilities				3,245
Deferred revenue, current				2,400
Total current liabilities				(49,555)
Long-term debt, net of current portion				517,400
Lease liabilities non-current				12,442
Warrants				11,200
Deferred tax liabilities				30,484
Other long-term liabilities				3,796
Total long-term liabilities				575,322
Liabilities subject to compromise				(4,472,954)
Total liabilities				(3,947,187)
Stockholders' Equity
Accumulated deficit				3,308,603
Total Stockholders' Equity				3,975,355
Total liabilities and shareholders' equity				28,168
Reorganization, Chapter 11, Plan Effect Adjustment | Predecessor
Stockholders' Equity
Common stock				(138)
Additional paid-in capital (Predecessor and Successor)				(83)
Reorganization, Chapter 11, Plan Effect Adjustment | Successor
Stockholders' Equity
Common stock				40
Additional paid-in capital (Predecessor and Successor)				666,933
Fresh-Start Reporting Fair Value Adjustment
Current assets:
Accounts receivable, less reserves of approximately $294 and $696 as of January 31, 2021 and January 31, 2020, respectively				(990)
Prepaid expenses and other current assets				(10,573)
Total current assets				(11,563)
Goodwill				(580,639)	$ 1,075,800
Net Carrying Amount, Intangible assets				516,124
Right of use assets				367
Other assets				(10,219)
Total assets				(85,930)
Current liabilities:
Lease liabilities				(175)
Deferred revenue, current				(115,124)
Total current liabilities				(115,299)
Long-term debt, net of current portion			$ 4,564	(5,050)
Lease liabilities non-current				225
Deferred tax liabilities				73,446
Deferred revenue, non-current				(1,128)
Other long-term liabilities				400
Total long-term liabilities				67,893
Total liabilities				(47,406)
Stockholders' Equity
Accumulated deficit				(41,257)
Accumulated other comprehensive loss				2,733
Total Stockholders' Equity				(38,524)
Total liabilities and shareholders' equity				$ (85,930)

Fresh-Start Reporting - Sources

Fresh-Start Reporting - Sources and uses of cash (Details) - USD ($) $ in Thousands	Aug. 27, 2020	Jun. 11, 2021	Jan. 31, 2021	Aug. 27, 2020	Jan. 31, 2022	Jan. 31, 2022	Jan. 31, 2020	Jun. 17, 2020
Uses:
Net (decrease) increase in cash, cash equivalents and restricted cash		$ 45,930	$ (27,872)	$ 68,511	$ (119,560)		$ 3,336
Less: Current portion	$ (2,600)		(5,200)	(2,600)	(4,800)	$ (4,800)
Long-term debt, net of current portion	$ 512,350		$ 510,236	512,350	$ 462,185	$ 462,185
LIBOR
Uses:
Interest rate on credit facility						7.50%
Exit credit facility | LIBOR
Uses:
Interest rate on credit facility	7.50%
Exit credit facility | Libor floor
Uses:
Interest rate on credit facility	1.00%
Reorganization, Chapter 11, Plan Effect Adjustment
Sources:
Release of restricted cash (a)	$ 25,000
Additional funding from First Out Term Loan	50,000
Reconsolidation of Canadian subsidiary	1,100
Total sources of cash	76,100
Uses:
Exit Facility and DIP Facility rollover financing costs paid upon Effective Date	(5,032)
Professional success fees paid upon Effective Date	(21,400)
Total uses of cash	(26,432)
Net (decrease) increase in cash, cash equivalents and restricted cash	49,668
Fair value of non controlling interest								$ 4,800
Debtor-in-possession financing	60,000			60,000
Principal payments	2,600
Less: Current portion	57,400			57,400
Long-term debt, net of current portion	517,400			517,400
Reorganization, Chapter 11, Plan Effect Adjustment | Exit credit facility
Uses:
Term loan facility, amount	520,000			520,000
Less: Current portion	(2,600)			(2,600)
Long-term debt, net of current portion	517,400			517,400
Aggregate principal amount	1,300
Reorganization, Chapter 11, Plan Effect Adjustment | Exit credit facility | Maximum
Uses:
Aggregate principal amount	$ 2,600
Reorganization, Chapter 11, Plan Effect Adjustment | Exit credit facility | LIBOR
Uses:
Interest rate on credit facility	7.50%
Reorganization, Chapter 11, Plan Effect Adjustment | Exit credit facility | Libor floor
Uses:
Interest rate on credit facility	1.00%
Reorganization, Chapter 11, Plan Effect Adjustment | First out term loan facility | Exit credit facility
Uses:
Term loan facility, amount	$ 110,000			110,000
Reorganization, Chapter 11, Plan Effect Adjustment | Second-out term loan facility | Exit credit facility
Uses:
Term loan facility, amount	$ 410,000			$ 410,000

Fresh-Start Reporting - Liabili

Fresh-Start Reporting - Liabilities subject to compromise (Details) - Reorganization, Chapter 11, Plan Effect Adjustment $ in Thousands	Aug. 27, 2020USD ($)
Reorganization, Chapter 11 [Line Items]
Liabilities subject to compromise pre-emergence	$ 4,472,954
Reinstated on the Effective Date:
Lease liabilities (current and non-current)	(15,687)
Deferred tax liabilities	(26,107)
Other long-term liabilities	(3,796)
Total liabilities reinstated	(45,590)
Less amounts settled per the Plan of Reorganization
Issuance of new debt	(410,000)
Issuance of warrants	(11,200)
Equity issued at emergence to creditors in settlement of Liabilities Subject to Compromise	(666,973)
Total amounts settled	(1,088,173)
Gain on settlement of Liabilities Subject to Compromise	$ 3,339,191

Fresh-Start Reporting - Liabi_2

Fresh-Start Reporting - Liabilities subject to compromise - Narratives (Details) - shares	Aug. 27, 2020	Jan. 31, 2022
Reorganization, Chapter 11 [Line Items]
Warrants purchased		705,882
Class A Common Stock | First Lien
Reorganization, Chapter 11 [Line Items]
Shares issued	3,840,000
Class B Common Stock | Second Lien
Reorganization, Chapter 11 [Line Items]
Shares issued	160,000
Reorganization, Chapter 11, Plan Effect Adjustment | Second Lien
Reorganization, Chapter 11 [Line Items]
Warrants purchased	705,882
Reorganization, Chapter 11, Plan Effect Adjustment | Class A Common Stock | First Lien
Reorganization, Chapter 11 [Line Items]
Shares issued	3,840,000
Reorganization, Chapter 11, Plan Effect Adjustment | Class B Common Stock | Second Lien
Reorganization, Chapter 11 [Line Items]
Shares issued	160,000

Fresh-Start Reporting - Cumulat

Fresh-Start Reporting - Cumulative impact of the reorganization adjustments (Details) - USD ($) $ in Thousands	Aug. 27, 2020	Jul. 31, 2021	Jan. 31, 2022	Oct. 31, 2021	Jun. 11, 2021	Jan. 31, 2021	Aug. 27, 2020	Jan. 31, 2022	Jan. 31, 2020
Reorganization, Chapter 11 [Line Items]
Provision for income taxes		$ (1,915)	$ 617	$ 6,441	$ 3,708	$ 21,934	$ (68,455)	$ 5,143	$ (11,212)
Reorganization, Chapter 11, Plan Effect Adjustment
Reorganization, Chapter 11 [Line Items]
Gain on settlement of Liabilities Subject to Compromise	$ 3,339,191
Provision for income taxes	(4,377)
Professional success fees paid upon Effective Date	(21,400)
Exit Facility and DIP Facility rollover financing costs paid upon Effective Date	(5,032)
Cancellation of predecessor shares and additional paid in capital	221
Net impact on Accumulated deficit	$ 3,308,603

Fresh-Start Reporting - Fresh-S

Fresh-Start Reporting - Fresh-Start Adjustments (Details) - USD ($) $ in Thousands	Jan. 31, 2022	Jun. 11, 2021	Jan. 31, 2021	Aug. 27, 2020	Aug. 26, 2020	Jan. 31, 2020	Jan. 31, 2019
Reorganization, Chapter 11 [Line Items]
Reorganization value				$ 1,503,735
Less: Fair value of company assets				(1,008,600)
Goodwill	$ 871,504	$ 494,869	$ 495,004	495,135		$ 1,253,822	$ 1,694,313
Fresh-Start Reporting Fair Value Adjustment
Reorganization, Chapter 11 [Line Items]
Goodwill				$ (580,639)	$ 1,075,800

Fresh-Start Reporting - Adjustm

Fresh-Start Reporting - Adjustment to intangible assets (Details) - Fresh-Start Reporting Fair Value Adjustment $ in Thousands	Aug. 27, 2020USD ($)
Reorganization, Chapter 11 [Line Items]
Estimated fair value	$ 516,124
Operating Segments
Reorganization, Chapter 11 [Line Items]
Estimated fair value	766,086
Intersegment Eliminations
Reorganization, Chapter 11 [Line Items]
Estimated fair value	(249,962)
Skillsoft trademark | Operating Segments
Reorganization, Chapter 11 [Line Items]
Estimated fair value	91,500
Developed software/courseware | Operating Segments
Reorganization, Chapter 11 [Line Items]
Estimated fair value	$ 261,600
Developed software/courseware | Operating Segments | Minimum
Reorganization, Chapter 11 [Line Items]
Estimated useful life	3 years
Customer relationships | Operating Segments
Reorganization, Chapter 11 [Line Items]
Estimated fair value	$ 279,500
Estimated useful life	12 years 4 months 24 days
Trademarks and trade names | Operating Segments
Reorganization, Chapter 11 [Line Items]
Estimated fair value	$ 6,300
Estimated useful life	9 years 4 months 24 days
Backlog | Operating Segments
Reorganization, Chapter 11 [Line Items]
Estimated fair value	$ 90,200
Estimated useful life	4 years 4 months 24 days
Publishing rights. | Operating Segments
Reorganization, Chapter 11 [Line Items]
Estimated fair value	$ 35,200
Estimated useful life	5 years
Capitalized software | Operating Segments
Reorganization, Chapter 11 [Line Items]
Estimated fair value	$ 1,786
Estimated useful life	5 years

Fresh-Start Reporting - Cumul_2

Fresh-Start Reporting - Cumulative impact of the fresh-start adjustments (Details) - USD ($) $ in Thousands	Aug. 27, 2020	Jul. 31, 2021	Jan. 31, 2022	Oct. 31, 2021	Jun. 11, 2021	Jan. 31, 2021	Aug. 27, 2020	Jan. 31, 2022	Jan. 31, 2022	Jan. 31, 2020
Reorganization, Chapter 11 [Line Items]
Reorganization Items							$ (3,329,245)		$ (3,300,000)
Elimination of accumulated other comprehensive loss					$ 49,694	$ 94,404	(2,761,744)	$ 45,836		$ 848,421
Income Tax Expense (Benefit)		$ 1,915	$ (617)	$ (6,441)	$ (3,708)	$ (21,934)	68,455	$ (5,143)		$ 11,212
Fresh-Start Reporting Fair Value Adjustment
Reorganization, Chapter 11 [Line Items]
Fresh-start adjustment to accounts receivable, net	$ (990)
Fresh-start adjustment to prepaid assets and other assets (including long-term)	(20,792)
Fresh-start adjustment to goodwill	(580,639)
Fresh-start adjustment to intangible assets, net	516,124
Fresh-start adjustment to operating lease right-of-use assets and liabilities, net	317
Fresh-start adjustment to deferred revenue (current and non-current)	116,252
Fair value adjustment to debt	5,050
Fair value adjustment to other long-term liabilities	(400)
Reorganization Items	34,922						$ 3,329,245
Elimination of accumulated other comprehensive loss	(2,733)
Income Tax Expense (Benefit)	(73,446)
Net impact on Accumulated deficit	$ (41,257)

Fresh-Start Reporting - Reorgan

Fresh-Start Reporting - Reorganization Items, Net (Details) - USD ($) $ in Thousands	Aug. 27, 2020	Jan. 31, 2021	Aug. 27, 2020	Jan. 31, 2022
Reorganization, Chapter 11 [Line Items]
Reorganization items, net			$ (3,329,245)	$ (3,300,000)
Fresh-Start Reporting Fair Value Adjustment
Reorganization, Chapter 11 [Line Items]
Gain on settlement of Liabilities Subject to Compromise			3,339,191
Impact of fresh-start adjustments			34,922
Exit Facility and DIP Facility rollover financing costs paid upon Effective Date			(5,032)
Write-off of pre-petition debt and DIP issuance costs			(9,461)
Professional success fees paid upon Effective Date			(21,399)
Professional fees and other bankruptcy related costs			(13,076)
Gain on Deconsolidation of Canadian subsidiary			4,100
Reorganization items, net	$ 34,922		3,329,245
Cash payment for reorganization items, net		$ 784	$ 42,916

Business Combinations - Skillso

Business Combinations - Skillsoft (Details) - USD ($) $ in Thousands	Jun. 11, 2021	Apr. 30, 2020	Jun. 11, 2021	Jan. 31, 2021	Aug. 27, 2020	Jan. 31, 2022	Jan. 31, 2022	Jan. 31, 2021	Jan. 31, 2020	Jul. 31, 2021	Jan. 31, 2019
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Less Noncontrolling Interest [Abstract]
Goodwill	$ 494,869		$ 494,869	$ 495,004	$ 495,135	$ 871,504	$ 871,504	$ 495,004	$ 1,253,822		$ 1,694,313
Financial Designation, Predecessor and Successor [Fixed List]		Predecessor	Predecessor	Predecessor	Predecessor	Successor	Successor	Predecessor	Predecessor
Impact of Adoption
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Less Noncontrolling Interest [Abstract]
Goodwill										$ 123,500
SLH
Business Acquisition [Line Items]
Cash payments	505,000
Second Out Term Loan	20,000
Cash settlement of seller transaction costs	1,308
Total Purchase Price	832,683
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Less Noncontrolling Interest [Abstract]
Cash, cash equivalents and restricted cash	120,273		$ 120,273
Current assets	119,553		119,553
Property and equipment	12,457		12,457
Intangible assets	765,098		765,098
Long term assets	18,629		18,629
Total assets acquired	1,036,010		1,036,010
Current liabilities	(49,406)		(49,406)
Debt, including accounts receivable facility	(552,977)		(552,977)
Deferred revenue	(237,347)		(237,347)
Deferred and other tax liabilities	(83,779)		(83,779)
Long term liabilities	(18,324)		(18,324)
Total liabilities assumed	(941,833)		(941,833)
Net assets acquired	94,177		94,177
Goodwill	738,506		738,506
Total purchase price	832,683		832,683
Intangible assets	765,098		765,098
Acquisition related expenses	9,800		4,300			$ 5,500
SLH | As Previously Reported
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Less Noncontrolling Interest [Abstract]
Cash, cash equivalents and restricted cash	120,273		120,273
Current assets	118,847		118,847
Property and equipment	10,825		10,825
Intangible assets	769,799		769,799
Long term assets	18,629		18,629
Total assets acquired	1,038,373		1,038,373
Current liabilities	(49,056)		(49,056)
Debt, including accounts receivable facility	(552,977)		(552,977)
Deferred revenue	(123,300)		(123,300)
Deferred and other tax liabilities	(99,699)		(99,699)
Long term liabilities	(18,325)		(18,325)
Total liabilities assumed	(843,357)		(843,357)
Net assets acquired	195,016		195,016
Goodwill	637,667		637,667
Total purchase price	832,683		832,683
Intangible assets	769,799		769,799
SLH | Impact of Adoption
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Less Noncontrolling Interest [Abstract]
Current assets	706		706
Property and equipment	1,632		1,632
Intangible assets	(4,701)		(4,701)
Total assets acquired	(2,363)		(2,363)
Current liabilities	(350)		(350)
Deferred revenue	(114,047)		(114,047)
Deferred and other tax liabilities	15,920		15,920
Long term liabilities	1		1
Total liabilities assumed	(98,476)		(98,476)
Net assets acquired	(100,839)		(100,839)
Goodwill	100,839		100,839
Intangible assets	(4,701)		(4,701)
SLH | Trademarks and trade names
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Less Noncontrolling Interest [Abstract]
Indefinite lived intangible assets	84,700		84,700
Finite lived intangible assets	$ 5,800		5,800
Life	9 years 7 months 6 days
SLH | Courseware
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Less Noncontrolling Interest [Abstract]
Finite lived intangible assets	$ 186,600		186,600
Life	5 years
SLH | Proprietary delivery and development software
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Less Noncontrolling Interest [Abstract]
Finite lived intangible assets	$ 114,598		114,598
SLH | Proprietary delivery and development software | Maximum
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Less Noncontrolling Interest [Abstract]
Life	7 years 7 months 6 days
SLH | Publishing rights
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Less Noncontrolling Interest [Abstract]
Finite lived intangible assets	$ 41,100		41,100
Life	5 years
SLH | Customer relationships
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Less Noncontrolling Interest [Abstract]
Finite lived intangible assets	$ 271,400		271,400
Life	12 years 7 months 6 days
SLH | Backlog
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Less Noncontrolling Interest [Abstract]
Finite lived intangible assets	$ 60,900		$ 60,900
Life	4 years 7 months 6 days
SLH | Class A Common Stock
Business Acquisition [Line Items]
Common Stock	$ 258,000
SLH | Class B Common Stock
Business Acquisition [Line Items]
Common Stock	$ 48,375

Business Combinations - GK (Det

Business Combinations - GK (Details) - USD ($) $ in Thousands	Jun. 11, 2021	Apr. 30, 2020	Jun. 11, 2021	Jan. 31, 2021	Aug. 27, 2020	Jan. 31, 2022	Jan. 31, 2022	Jan. 31, 2021	Jan. 31, 2020	Jul. 31, 2021	Jan. 31, 2019
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Less Noncontrolling Interest [Abstract]
Goodwill	$ 494,869		$ 494,869	$ 495,004	$ 495,135	$ 871,504	$ 871,504	$ 495,004	$ 1,253,822		$ 1,694,313
Financial Designation, Predecessor and Successor [Fixed List]		Predecessor	Predecessor	Predecessor	Predecessor	Successor	Successor	Predecessor	Predecessor
Impact of Adoption
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Less Noncontrolling Interest [Abstract]
Goodwill										$ 123,500
GK
Business Acquisition [Line Items]
Cash consideration	170,199
Warrants Issued	14,000
Joinder Term Loans	70,000
Cash settlement of seller transaction costs	4,251
Total Purchase Price	258,450
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Less Noncontrolling Interest [Abstract]
Cash, cash equivalents	17,424		$ 17,424
Current assets	45,407		45,407
Property and equipment	7,156		7,156
Intangible assets	185,800		185,800
Long term assets	9,076		9,076
Total assets acquired	264,863		264,863
Current liabilities	(63,553)		(63,553)
Deferred revenue	(31,209)		(31,209)
Deferred and other tax liabilities	(25,505)		(25,505)
Long term liabilities	(2,080)		(2,080)
Total liabilities assumed	(122,347)		(122,347)
Net assets acquired	142,516		142,516
Goodwill	115,934		115,934
Total purchase price	258,450		258,450
Intangible assets	185,800		185,800
Acquisition related expenses	1,000					$ 1,000
GK | As Previously Reported
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Less Noncontrolling Interest [Abstract]
Cash, cash equivalents	17,524		17,524
Current assets	47,849		47,849
Property and equipment	5,531		5,531
Intangible assets	185,800		185,800
Long term assets	12,401		12,401
Total assets acquired	269,105		269,105
Current liabilities	(74,463)		(74,463)
Deferred revenue	(23,018)		(23,018)
Deferred and other tax liabilities	(16,934)		(16,934)
Long term liabilities	(4,248)		(4,248)
Total liabilities assumed	(118,663)		(118,663)
Net assets acquired	150,442		150,442
Goodwill	108,008		108,008
Total purchase price	258,450		258,450
Intangible assets	185,800		185,800
GK | Impact of Adoption
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Less Noncontrolling Interest [Abstract]
Cash, cash equivalents	(100)		(100)
Current assets	(2,442)		(2,442)
Property and equipment	1,625		1,625
Long term assets	(3,325)		(3,325)
Total assets acquired	(4,242)		(4,242)
Current liabilities	10,910		10,910
Deferred revenue	(8,191)		(8,191)
Deferred and other tax liabilities	(8,571)		(8,571)
Long term liabilities	2,168		2,168
Total liabilities assumed	(3,684)		(3,684)
Net assets acquired	(7,926)		(7,926)
Goodwill	7,926		7,926
GK | Trademarks and trade names
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Less Noncontrolling Interest [Abstract]
Indefinite lived intangible assets	25,400		25,400
GK | Courseware
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Less Noncontrolling Interest [Abstract]
Finite lived intangible assets	$ 1,500		1,500
Life	3 years
GK | Proprietary delivery and development software
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Less Noncontrolling Interest [Abstract]
Finite lived intangible assets	$ 2,500		2,500
Life	7 months 6 days
GK | Vendor relationships
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Less Noncontrolling Interest [Abstract]
Finite lived intangible assets	$ 43,900		43,900
Life	2 years 7 months 6 days
GK | Customer relationships
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Less Noncontrolling Interest [Abstract]
Finite lived intangible assets	$ 112,500		$ 112,500
Life	10 years 7 months 6 days

Business Combinations - Other A

Business Combinations - Other Acquisitions and Unaudited Pro Forma Financial Information (Details) - USD ($) $ in Thousands	Jun. 30, 2021	Apr. 30, 2020	Apr. 30, 2020	Jun. 11, 2021	Jan. 31, 2021	Aug. 27, 2020	Jan. 31, 2022	Jan. 31, 2022	Jan. 31, 2021	Jan. 31, 2020	Jan. 31, 2019
Business Acquisition [Line Items]
Goodwill				$ 494,869	$ 495,004	$ 495,135	$ 871,504	$ 871,504	$ 495,004	$ 1,253,822	$ 1,694,313
Financial Designation, Predecessor and Successor [Fixed List]			Predecessor	Predecessor	Predecessor	Predecessor	Successor	Successor	Predecessor	Predecessor
Unaudited pro forma information
Revenue								$ 665,131	$ 661,944
Net loss								(57,946)	$ (105,086)
Reorganization items, net						$ 3,329,245		$ 3,300,000
Impairment of intangible assets		$ 332,400				$ 332,376				$ 440,598
Pluma.
Business Acquisition [Line Items]
Purchase price paid	$ 22,000
Goodwill	17,800
Intangible assets	$ 8,700
Pluma. | Customer relationships
Business Acquisition [Line Items]
Weighted average life	7 years 4 months 24 days

Intangible Assets - Intangible

Intangible Assets - Intangible assets (Details) - USD ($) $ in Thousands	3 Months Ended	4 Months Ended	5 Months Ended	7 Months Ended	8 Months Ended	12 Months Ended
	Apr. 30, 2020	Jun. 11, 2021	Jan. 31, 2021	Aug. 27, 2020	Jan. 31, 2022	Jan. 31, 2022	Jan. 31, 2021	Jan. 31, 2020
Finite Lived And Indefinite Lived Intangible Assets By Major Class [Line Items]
Accumulated Amortization, Finite-lived			$ 39,825		$ 96,069	$ 96,069	$ 39,825
Net Carrying Amount, Finite-lived					784,787	784,787
Gross Carrying Amount, Intangible assets			768,458		965,556	965,556	768,458
Net Carrying Amount, Intangible assets			$ 728,633	$ 766,086	$ 869,487	$ 869,487	$ 728,633
Financial Designation, Predecessor and Successor [Fixed List]	Predecessor	Predecessor	Predecessor	Predecessor	Successor	Successor	Predecessor	Predecessor
Skillsoft trademark
Finite Lived And Indefinite Lived Intangible Assets By Major Class [Line Items]
Gross Carrying Amount, Intangible assets			$ 91,500		$ 84,700	$ 84,700	$ 91,500
Net Carrying Amount, Intangible assets			91,500		84,700	84,700	91,500
Global Knowledge trademark
Finite Lived And Indefinite Lived Intangible Assets By Major Class [Line Items]
Accumulated Amortization, Finite-lived					2,062	2,062
Gross Carrying Amount, Intangible assets					25,400	25,400
Net Carrying Amount, Intangible assets					23,338	23,338
Developed software/ courseware
Finite Lived And Indefinite Lived Intangible Assets By Major Class [Line Items]
Gross Carrying Amount, Finite-lived			265,758		315,856	315,856	265,758
Accumulated Amortization, Finite-lived			24,669		47,323	47,323	24,669
Net Carrying Amount, Finite-lived			241,089		268,533	268,533	241,089
Customer contracts/ relationships
Finite Lived And Indefinite Lived Intangible Assets By Major Class [Line Items]
Gross Carrying Amount, Finite-lived			279,500		386,400	386,400	279,500
Accumulated Amortization, Finite-lived			3,627		12,902	12,902	3,627
Net Carrying Amount, Finite-lived			275,873		373,498	373,498	275,873
Vendor relationship
Finite Lived And Indefinite Lived Intangible Assets By Major Class [Line Items]
Gross Carrying Amount, Finite-lived					43,900	43,900
Accumulated Amortization, Finite-lived					21,219	21,219
Net Carrying Amount, Finite-lived					22,681	22,681
Trademarks and trade names
Finite Lived And Indefinite Lived Intangible Assets By Major Class [Line Items]
Gross Carrying Amount, Finite-lived			6,300		7,300	7,300	6,300
Accumulated Amortization, Finite-lived			455		780	780	455
Net Carrying Amount, Finite-lived			5,845		6,520	6,520	5,845
Publishing right
Finite Lived And Indefinite Lived Intangible Assets By Major Class [Line Items]
Gross Carrying Amount, Finite-lived			35,200		41,100	41,100	35,200
Accumulated Amortization, Finite-lived			2,933		5,229	5,229	2,933
Net Carrying Amount, Finite-lived			32,267		35,871	35,871	32,267
Backlog
Finite Lived And Indefinite Lived Intangible Assets By Major Class [Line Items]
Gross Carrying Amount, Finite-lived			90,200		60,900	60,900	90,200
Accumulated Amortization, Finite-lived			8,141		6,554	6,554	8,141
Net Carrying Amount, Finite-lived			$ 82,059		$ 54,346	$ 54,346	$ 82,059

Intangible Assets - Amortizatio

Intangible Assets - Amortization expense (Details) - USD ($) $ in Thousands	3 Months Ended	4 Months Ended	5 Months Ended	7 Months Ended	8 Months Ended	12 Months Ended
	Apr. 30, 2020	Jun. 11, 2021	Jan. 31, 2021	Aug. 27, 2020	Jan. 31, 2022	Jan. 31, 2022	Jan. 31, 2021	Jan. 31, 2020
Amortization expense related to the existing finite-lived intangible assets
2023					$ 168,125	$ 168,125
2024					149,025	149,025
2025					125,158	125,158
2026					119,448	119,448
2027					70,764	70,764
Thereafter					152,267	152,267
Total					784,787	$ 784,787
Amortization expense related to intangible assets		$ 50,900	$ 39,800	$ 34,400	$ 95,900			$ 96,400
Financial Designation, Predecessor and Successor [Fixed List]	Predecessor	Predecessor	Predecessor	Predecessor	Successor	Successor	Predecessor	Predecessor

Intangible Assets (Details)

Intangible Assets (Details) - USD ($) $ in Thousands	1 Months Ended	3 Months Ended	4 Months Ended	5 Months Ended	7 Months Ended	8 Months Ended	12 Months Ended
	Apr. 30, 2020	Apr. 30, 2020	Jun. 11, 2021	Jan. 31, 2021	Aug. 27, 2020	Jan. 31, 2022	Jan. 31, 2022	Jan. 31, 2021	Jan. 31, 2020
Goodwill [Line Items]
Impairment charges of indefinite-lived intangible assets					$ 332,376				$ 440,598
Goodwill impairment					177,886				440,598
Goodwill and intangible asset impairment charges	$ 332,400				$ 332,376				$ 440,598
Financial Designation, Predecessor and Successor [Fixed List]		Predecessor	Predecessor	Predecessor	Predecessor	Successor	Successor	Predecessor	Predecessor
Skillsoft reporting unit
Goodwill [Line Items]
Impairment charges of indefinite-lived intangible assets		$ 92,200
Goodwill impairment		107,900			$ 107,934				$ 321,340
Goodwill and intangible asset impairment charges									321,300
SumTotal reporting unit
Goodwill [Line Items]
Impairment charges of definite lived intangible assets		62,300
Goodwill impairment		70,000			$ 69,952				119,258
Goodwill and intangible asset impairment charges		$ 332,400							$ 119,300

Intangible Assets - Rollforward

Intangible Assets - Rollforward of goodwill - (Details) - USD ($)	Aug. 27, 2020	Apr. 30, 2020	Jun. 11, 2021	Jan. 31, 2021	Aug. 27, 2020	Jan. 31, 2022	Jan. 31, 2022	Jan. 31, 2021	Jan. 31, 2020
Goodwill [Line Items]
Goodwill, Beginning balance		$ 1,253,822,000	$ 495,004,000	$ 495,135,000	$ 1,253,822,000	$ 494,869,000	$ 495,004,000	$ 1,253,822,000	$ 1,694,313,000
Foreign currency translation adjustment			(135,000)	(131,000)	(162,000)	(780,000)			107,000
Impairment of goodwill					(177,886,000)				(440,598,000)
Acquisition						851,145,000
Measurement period adjustments						3,295,000
Canada deconsolidation					(5,100,000)
Impact of Fresh-Start Reporting	$ (575,539,000)
Goodwill, Ending balance	495,135,000		$ 494,869,000	$ 495,004,000	$ 495,135,000	$ 871,504,000	$ 871,504,000	$ 495,004,000	$ 1,253,822,000
Financial Designation, Predecessor and Successor [Fixed List]		Predecessor	Predecessor	Predecessor	Predecessor	Successor	Successor	Predecessor	Predecessor
Predecessor
Goodwill [Line Items]
Goodwill, Beginning balance				$ 1,070,674,000
Goodwill, Ending balance	1,070,674,000				$ 1,070,674,000
Skillsoft reporting unit
Goodwill [Line Items]
Goodwill, Beginning balance		$ 1,112,820,000	$ 491,654,000	491,785,000	1,112,820,000	$ 491,519,000	$ 491,654,000	$ 1,112,820,000	$ 1,434,047,000
Foreign currency translation adjustment			(135,000)	(131,000)	(158,000)	(47,000)			113,000
Impairment of goodwill		(107,900,000)			(107,934,000)				(321,340,000)
Acquisition						659,667,000
Measurement period adjustments						3,036,000
Canada deconsolidation					(5,100,000)
Impact of Fresh-Start Reporting	(507,843,000)
Goodwill, Ending balance	491,785,000		491,519,000	491,654,000	491,785,000	680,500,000	680,500,000	491,654,000	1,112,820,000
Accumulated impairment losses				0		0	0	0
Skillsoft reporting unit | Predecessor
Goodwill [Line Items]
Goodwill, Beginning balance				999,628,000
Goodwill, Ending balance	999,628,000				999,628,000
SumTotal reporting unit
Goodwill [Line Items]
Goodwill, Beginning balance		141,002,000	3,350,000	3,350,000	141,002,000	3,350,000	3,350,000	141,002,000	260,266,000
Foreign currency translation adjustment					(4,000)	(110,000)			(6,000)
Impairment of goodwill		$ (70,000,000)			(69,952,000)				(119,258,000)
Acquisition						75,065,000
Measurement period adjustments						738,000
Impact of Fresh-Start Reporting	(67,696,000)
Goodwill, Ending balance	3,350,000		$ 3,350,000	3,350,000	3,350,000	75,700,000	75,700,000	3,350,000	$ 141,002,000
Accumulated impairment losses				0		0	0	$ 0
SumTotal reporting unit | Predecessor
Goodwill [Line Items]
Goodwill, Beginning balance				$ 71,046,000
Goodwill, Ending balance	$ 71,046,000				$ 71,046,000
Virtual, on-demand and classroom
Goodwill [Line Items]
Foreign currency translation adjustment						(623,000)
Acquisition						116,413,000
Measurement period adjustments						(479,000)
Goodwill, Ending balance						105,200,000	105,200,000
Accumulated impairment losses						0	$ 0
Pluma
Goodwill [Line Items]
Acquisition						14,892,000
Measurement period adjustments						$ 2,952,000

Property and Equipment (Details

Property and Equipment (Details) - USD ($) $ in Thousands	3 Months Ended	4 Months Ended	5 Months Ended	7 Months Ended	8 Months Ended	12 Months Ended
	Apr. 30, 2020	Jun. 11, 2021	Jan. 31, 2021	Aug. 27, 2020	Jan. 31, 2022	Jan. 31, 2022	Jan. 31, 2021	Jan. 31, 2020
Property, Plant and Equipment [Line Items]
Property and equipment, Gross			$ 17,732		$ 23,774	$ 23,774	$ 17,732
Less accumulated depreciation and amortization			(3,952)		(5,690)	(5,690)	(3,952)
Property and equipment, net			13,780	$ 16,023	18,084	$ 18,084	$ 13,780
Depreciation expenses		$ 3,600	$ 3,600	$ 5,900	$ 7,000			$ 9,700
Financial Designation, Predecessor and Successor [Fixed List]	Predecessor	Predecessor	Predecessor	Predecessor	Successor	Successor	Predecessor	Predecessor
Computer equipment
Property, Plant and Equipment [Line Items]
Property and equipment, Gross			$ 12,455		$ 13,181	$ 13,181	$ 12,455
Furniture and fixtures
Property, Plant and Equipment [Line Items]
Property and equipment, Gross			1,894		3,076	3,076	1,894
Leasehold improvements
Property, Plant and Equipment [Line Items]
Property and equipment, Gross			$ 3,383		4,785	4,785	$ 3,383
Construction in Progress
Property, Plant and Equipment [Line Items]
Property and equipment, Gross					$ 2,732	$ 2,732

Taxes - Summary of Income Tax B

Taxes - Summary of Income Tax Benefit (Provision) (Details) - USD ($) $ in Thousands	Aug. 27, 2020	Jul. 31, 2021	Jan. 31, 2022	Oct. 31, 2021	Jun. 11, 2021	Jan. 31, 2021	Aug. 27, 2020	Jan. 31, 2022	Jan. 31, 2020
CURRENT:
Federal					$ 22,113	$ 410	$ 477	$ (14,501)	$ 1,436
State					5,893	603	111	(7,215)	969
Foreign					1,379	194	1,633	2,148	3,048
Current tax provision					29,385	1,207	2,221	(19,568)	5,453
DEFERRED:
Federal					(20,245)	(15,367)	18,733	17,030	(708)
State					(7,266)	(3,899)	(1,477)	7,040	(1,985)
Foreign					(5,582)	(3,875)	48,978	(9,645)	8,452
Deferred tax (benefit) / provision					(33,093)	(23,141)	66,234	14,425	5,759
Income tax (benefit) / provision		$ 1,915	$ (617)	$ (6,441)	$ (3,708)	$ (21,934)	68,455	$ (5,143)	$ 11,212
Fresh-Start Reporting Fair Value Adjustment
DEFERRED:
Deferred tax (benefit) / provision							$ 73,400
Income tax (benefit) / provision	$ (73,446)

Taxes - Summary of Income befor

Taxes - Summary of Income before Income Tax, Domestic and Foreign (Details) - USD ($) $ in Thousands	2 Months Ended	3 Months Ended		4 Months Ended	5 Months Ended	7 Months Ended	8 Months Ended	12 Months Ended
	Jul. 31, 2021	Jan. 31, 2022	Oct. 31, 2021	Jun. 11, 2021	Jan. 31, 2021	Aug. 27, 2020	Jan. 31, 2022	Jan. 31, 2020
Taxes
Domestic				$ (19,928)	$ (86,333)	$ 364,827	$ (3,385)	$ (197,600)
Foreign				(33,044)	(29,323)	2,467,640	(48,564)	(640,393)
Income (loss) before income taxes	$ (9,939)	$ 7,286	$ (49,296)	$ (52,972)	$ (115,656)	$ 2,832,467	$ (51,949)	$ (837,993)

Taxes - Schedule of Effective I

Taxes - Schedule of Effective Income Tax Rate Reconciliation (Details)	4 Months Ended	5 Months Ended	7 Months Ended	8 Months Ended	12 Months Ended
	Jun. 11, 2021	Jan. 31, 2021	Aug. 27, 2020	Jan. 31, 2022	Jan. 31, 2022	Jan. 31, 2020
Statutory rate	(24.90%)	(24.90%)	(12.50%)	(21.00%)		(12.50%)
US State income taxes, net of federal benefit	(2.10%)	(5.70%)	0.20%	(12.00%)		(0.20%)
Foreign rate differential	10.10%	6.10%	(0.20%)	7.20%		(1.90%)
Global Intangible Low-Taxed Income	0.20%	0.00%	0.00%	(1.40%)		0.00%
Non-deductible expenses	0.40%	0.50%	0.30%	0.70%		1.30%
Non-deductible interest	0.00%	0.00%	0.10%	(3.20%)		0.00%
Non-deductible officer compensation	0.00%	0.50%	0.00%	4.70%		0.00%
Warrants	0.00%	(0.60%)	0.00%	(7.10%)		0.00%
Transaction costs	0.1	(7.6)	0	3		0
Unrecognized tax benefit	(2.5)	(0.4)	0	9.3		0.2
Change in valuation allowance	6.40%	3.60%	(4.20%)	12.90%		5.50%
Impairment of goodwill	0.00%	0.00%	1.00%	0.00%		7.90%
Reorganization and fresh start adjustments	0	9.7	(8.1)	0	0	0
Return to provision adjustment	5.10%	0.00%	0.70%	(2.60%)		0.00%
Other	0.20%	0.10%	0.10%	(0.40%)		1.20%
Effective tax rate - provision (benefit)	(7.00%)	(18.70%)	2.40%	(9.90%)		1.50%
United States
Statutory rate					(21.00%)
LUXEMBOURG
Statutory rate					(24.50%)
Ireland
Statutory rate					(12.50%)

Taxes - Schedule of Deferred Ta

Taxes - Schedule of Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Thousands	Jan. 31, 2022	Jan. 31, 2021	Aug. 27, 2020
ASSETS:
Net operating loss carryforwards	$ 78,901	$ 13,517
Deferred interest expense	55,653	35,852
Reserves and accruals	18,048	9,038
Lease liabilities	3,381	3,862
Tax credits	880	99
Transaction costs	5,987	19,532
Other intangibles		3,505
Gross deferred tax assets	162,850	85,405
Less: Valuation allowance	(125,196)	(45,567)
Net deferred tax assets	37,654	39,838
LIABILITIES:
Intangibles	(121,499)	(99,587)
Property and equipment, net	(7,283)	(2,971)
Accrued Interest	(4,007)	(4,522)
Right-of-use asset	(3,169)	(3,141)
Deferred revenue		(6,199)
Other	(1,607)	(4,426)
Gross deferred tax liabilities	(137,565)	(120,846)	$ (103,930)
Total net deferred tax liabilities, net	(99,911)	$ (81,008)
Operating Loss Carryforwards	83,300
U.S. Federal
LIABILITIES:
Operating Loss Carryforwards	36,800
Interest Expense Carryforwards	54,100
U.S. state and local
LIABILITIES:
Operating Loss Carryforwards	16,500
Foreign
LIABILITIES:
Operating Loss Carryforwards	$ 30,000

Taxes - Schedule of Unrecognize

Taxes - Schedule of Unrecognized Tax Benefits (Details) - USD ($) $ in Thousands	4 Months Ended	5 Months Ended	7 Months Ended	8 Months Ended	12 Months Ended
	Jun. 11, 2021	Jan. 31, 2021	Aug. 27, 2020	Jan. 31, 2022	Jan. 31, 2020
Taxes
Accrued interest and penalties				$ 800
Unrecognized tax benefits, beginning balances	$ 3,918	$ 3,768	$ 3,773	3,115	$ 2,081
Increases for tax positions taken during the current period				6,161
Increases for tax positions taken during a prior period		37	35	5,975	1,987
Decreases for tax positions taken during a prior period	(788)		(40)		(295)
Other	(15)	452		(64)
Decreases resulting from the expiration of statute of limitations		(339)		(847)
Unrecognized tax benefits, ending balance	$ 3,115	$ 3,918	$ 3,768	14,340	$ 3,773
Undistributed earnings				$ 2,556,000

Prepaid Expenses and Other Cu_3

Prepaid Expenses and Other Current Assets (Details) - USD ($) $ in Thousands	3 Months Ended	4 Months Ended	5 Months Ended	7 Months Ended	8 Months Ended	12 Months Ended
	Apr. 30, 2020	Jun. 11, 2021	Jan. 31, 2021	Aug. 27, 2020	Jan. 31, 2022	Jan. 31, 2022	Jan. 31, 2021	Jan. 31, 2020
Prepaid Expenses and Other Current Assets
Deferred commission costs - current			$ 3,147		$ 8,502	$ 8,502	$ 3,147
Reclaimable tax			9,927		11,359	11,359	9,927
Prepaid software maintenance costs			8,587		6,818	6,818	8,587
Prepaid royalties			2,958		3,139	3,139	2,958
Prepaid insurance costs			752		2,608	2,608	752
Prepaid employee benefits			1,620		2,567	2,567	1,620
Other Prepaid expenses			2,336		5,028	5,028	2,336
Course material					548	548
Deposits					633	633
Other receivables			964		4,602	4,602	964
Other current asset			35		33	33	35
Total prepaid expenses and other current assets			$ 30,326	$ 28,444	$ 45,837	$ 45,837	$ 30,326
Financial Designation, Predecessor and Successor [Fixed List]	Predecessor	Predecessor	Predecessor	Predecessor	Successor	Successor	Predecessor	Predecessor

Other Assets (Details)

Other Assets (Details) - USD ($) $ in Thousands	3 Months Ended	4 Months Ended	5 Months Ended	7 Months Ended	8 Months Ended	12 Months Ended
	Apr. 30, 2020	Jun. 11, 2021	Jan. 31, 2021	Aug. 27, 2020	Jan. 31, 2022	Jan. 31, 2022	Jan. 31, 2021	Jan. 31, 2020
Other Assets
Deferred commission costs - non-current			$ 4,437		$ 8,415	$ 8,415	$ 4,437
Deposits			1,618		4,259	4,259	1,618
Other			2,581		3,051	3,051	2,581
Total other assets			$ 8,636	$ 3,594	$ 15,725	$ 15,725	$ 8,636
Financial Designation, Predecessor and Successor [Fixed List]	Predecessor	Predecessor	Predecessor	Predecessor	Successor	Successor	Predecessor	Predecessor

Accrued Expenses (Details)

Accrued Expenses (Details) - USD ($) $ in Thousands	3 Months Ended	4 Months Ended	5 Months Ended	7 Months Ended	8 Months Ended	12 Months Ended
	Apr. 30, 2020	Jun. 11, 2021	Jan. 31, 2021	Aug. 27, 2020	Jan. 31, 2022	Jan. 31, 2022	Jan. 31, 2021	Jan. 31, 2020
Accrued Expenses
Professional fees			$ 8,832		$ 9,529	$ 9,529	$ 8,832
Accrued sales tax/VAT			5,379		8,902	8,902	5,379
Accrued royalties			2,152		2,959	2,959	2,152
Accrued tax			2,634		7,801	7,801	2,634
Accrued interest			491		6,730	6,730	491
Accrued Virtual, on-demand and classroom related costs					5,777	5,777
Accrued accounts payable					3,073	3,073
Refundable payments					2,546	2,546
Other accrued liabilities			3,637		3,700	3,700	3,637
Total accrued expenses			$ 23,125	$ 12,605	$ 51,017	$ 51,017	$ 23,125
Financial Designation, Predecessor and Successor [Fixed List]	Predecessor	Predecessor	Predecessor	Predecessor	Successor	Successor	Predecessor	Predecessor

Restructuring - Restructuring c

Restructuring - Restructuring charges (Details) - USD ($) $ in Thousands	2 Months Ended	3 Months Ended			4 Months Ended	5 Months Ended	7 Months Ended	8 Months Ended	12 Months Ended
	Jul. 31, 2021	Jan. 31, 2022	Oct. 31, 2021	Apr. 30, 2020	Jun. 11, 2021	Jan. 31, 2021	Aug. 27, 2020	Jan. 31, 2022	Jan. 31, 2022	Jan. 31, 2021	Jan. 31, 2020
Restructuring
Restructuring	$ 316	$ 2,603	$ 777		$ (703)	$ 4,341	$ 1,179	$ 3,696			$ 1,900
Restructuring credit					$ 700
Financial Designation, Predecessor and Successor [Fixed List]				Predecessor	Predecessor	Predecessor	Predecessor	Successor	Successor	Predecessor	Predecessor

Employee Benefit Plan (Details)

Employee Benefit Plan (Details) - USD ($) $ in Millions	4 Months Ended	5 Months Ended	7 Months Ended	8 Months Ended	12 Months Ended
	Jun. 11, 2021	Jan. 31, 2021	Aug. 27, 2020	Jan. 31, 2022	Jan. 31, 2020
Employee Benefit Plan
Discretionary contributions by employer	$ 1.3	$ 1.5	$ 2	$ 2.3	$ 3.5
Contribution for retirement and post-employment plans	$ 0.5	$ 0.6	$ 0.7	$ 2.8	$ 1.1

Leases, Commitments and Conti_3

Leases, Commitments and Contingencies (Details) - USD ($) $ in Thousands	3 Months Ended	4 Months Ended	5 Months Ended	7 Months Ended	8 Months Ended	12 Months Ended
	Apr. 30, 2020	Jun. 11, 2021	Jan. 31, 2021	Aug. 27, 2020	Jan. 31, 2022	Jan. 31, 2022	Jan. 31, 2021	Jan. 31, 2020
Operating Leases
2023					$ 7,941	$ 7,941
2024					4,758	4,758
2025					3,308	3,308
2026					1,470	1,470
2027					1,201	1,201
Thereafter					4,989	4,989
Total future minimum lease payments					23,667	23,667
Less effects of discounting					(3,417)	(3,417)
Total lease liabilities					20,250	20,250
Reported as of January 31, 2022
Lease liabilities			$ 4,740	$ 4,769	6,895	6,895	$ 4,740
Long term lease liabilities			$ 13,155	$ 16,399	13,355	13,355	$ 13,155
Total lease liabilities					$ 20,250	$ 20,250
Financial Designation, Predecessor and Successor [Fixed List]	Predecessor	Predecessor	Predecessor	Predecessor	Successor	Successor	Predecessor	Predecessor

Leases, Commitments and Conti_4

Leases, Commitments and Contingencies - Additional Information (Details) $ in Thousands	Jul. 05, 2021lawsuit	Apr. 30, 2020	Jun. 11, 2021USD ($)	Jan. 31, 2021USD ($)	Aug. 27, 2020USD ($)	Jan. 31, 2022USD ($)	Jan. 31, 2022USD ($)item	Jan. 31, 2021USD ($)	Jan. 31, 2020
Lessee, Lease, Description [Line Items]
Right of use assets				$ 15,131	$ 17,821	$ 19,925	$ 19,925	$ 15,131
Option to extend lease							true
Option to terminate lease							true
Weighted average incremental borrowing rate			6.12%
Weighted-average remaining lease term of operating leases						5 years 6 months	5 years 6 months
Lease costs			$ 2,100	2,700	3,900	$ 7,800
Payment of lease cost related amounts			$ 2,300	$ 2,700	$ 3,600	$ 7,300
Number of lawsuits filed | lawsuit	2
Number of demand letters form putative stockholders | item							6
Financial Designation, Predecessor and Successor [Fixed List]		Predecessor	Predecessor	Predecessor	Predecessor	Successor	Successor	Predecessor	Predecessor
Skillsoft and GK
Lessee, Lease, Description [Line Items]
Right of use assets						$ 20,400	$ 20,400
Lease liabilities						$ 20,700	$ 20,700
Maximum
Lessee, Lease, Description [Line Items]
Company's leases, remaining lease term							12 years
Minimum
Lessee, Lease, Description [Line Items]
Company's leases, remaining lease term							1 year

Long-Term Debt - Debt (Details)

Long-Term Debt - Debt (Details) - USD ($) $ in Thousands	3 Months Ended	4 Months Ended	5 Months Ended	7 Months Ended	8 Months Ended	12 Months Ended
	Apr. 30, 2020	Jun. 11, 2021	Jan. 31, 2021	Aug. 27, 2020	Jan. 31, 2022	Jan. 31, 2022	Jan. 31, 2021	Jan. 31, 2020	Jul. 16, 2021
Debt Instrument [Line Items]
Current maturities of long-term debt			$ 5,200	$ 2,600	$ 4,800	$ 4,800	$ 5,200
Term Loan - long-term portion					478,800	478,800
Less: Original Issue Discount - long-term portion					(6,724)	(6,724)			$ (7,200)
Less: Deferred Financing Costs - long-term portion					(5,091)	(5,091)
Long-term debt			$ 510,236	$ 512,350	$ 462,185	$ 462,185	$ 510,236
Financial Designation, Predecessor and Successor [Fixed List]	Predecessor	Predecessor	Predecessor	Predecessor	Successor	Successor	Predecessor	Predecessor
Fresh-Start Reporting Fair Value Adjustment
Debt Instrument [Line Items]
Long-term debt			$ 4,564	$ (5,050)			$ 4,564
Term Loan
Debt Instrument [Line Items]
Current maturities of long-term debt			5,200		$ 4,800	$ 4,800	5,200
Term Loan - long-term portion			$ 514,800		$ 474,000	$ 474,000	$ 514,800
Less: Original Issue Discount - long-term portion									(7,200)
Less: Deferred Financing Costs - long-term portion									$ (5,400)

Long-Term Debt - Exit credit Fa

Long-Term Debt - Exit credit Facility (Details) - USD ($) $ / shares in Units, $ in Millions	Jun. 11, 2021	Apr. 30, 2022	Apr. 30, 2021	Apr. 30, 2020	Jun. 11, 2021	Jan. 31, 2021	Aug. 27, 2020	Jan. 31, 2022	Jan. 31, 2022	Jan. 31, 2021	Jan. 31, 2020
Debt Instrument [Line Items]
Exit Credit Facility								$ 520	$ 520
LIBOR Floor Rate									1.00%
Instrument amount		$ 2.6	$ 1.3
Financial Designation, Predecessor and Successor [Fixed List]				Predecessor	Predecessor	Predecessor	Predecessor	Successor	Successor	Predecessor	Predecessor
LIBOR
Debt Instrument [Line Items]
Basis spread on variable rate (as a percent)									7.50%
First out term loan facility
Debt Instrument [Line Items]
Exit Credit Facility								$ 110	$ 110
Increase in borrowings in connection with the merger	$ 50
Second-out term loan facility
Debt Instrument [Line Items]
Exit Credit Facility								$ 410	$ 410
Increase in borrowings in connection with the merger	$ 20
Second-out term loan facility | Class C Common Stock
Debt Instrument [Line Items]
Cash redemption price per share	$ 131.51
Incremental debt per share	$ 5.208

Long-Term Debt - Term loan (Det

Long-Term Debt - Term loan (Details) - USD ($) $ in Thousands	Jul. 16, 2021	Aug. 27, 2020	Jan. 31, 2022	Apr. 30, 2020	Jun. 11, 2021	Jan. 31, 2021	Aug. 27, 2020	Jan. 31, 2022	Jan. 31, 2022	Jan. 31, 2021	Jan. 31, 2020
Debt Instrument [Line Items]
Original issuance costs	$ 7,200		$ 6,724					$ 6,724	$ 6,724
Unamortized deferred financing costs			5,091					5,091	$ 5,091
Net proceeds								464,290
Third party costs								3,100
Repayments of debt					$ 1,300			$ 605,591			$ 6,641
Financial Designation, Predecessor and Successor [Fixed List]				Predecessor	Predecessor	Predecessor	Predecessor	Successor	Successor	Predecessor	Predecessor
LIBOR
Debt Instrument [Line Items]
Basis spread on variable rate (as a percent)									7.50%
Exit Credit Facility.
Debt Instrument [Line Items]
Principal repayments	608,700
Interest payment	5,000
Exit Credit Facility. | LIBOR
Debt Instrument [Line Items]
Basis spread on variable rate (as a percent)		7.50%
Term Loan
Debt Instrument [Line Items]
Principal amount	$ 480,000
Principal repayments			$ 1,200
Percentage of prepayment premium	2.00%
Period of voluntary prepayment	12 months
Original issuance costs	$ 7,200
Unamortized deferred financing costs	5,400
Net proceeds	$ 467,300
Term Loan | Eurocurrency
Debt Instrument [Line Items]
Basis spread on variable rate (as a percent)	4.75%
Term Loan | LIBOR
Debt Instrument [Line Items]
Floor rate	0.75%
Basis spread on variable rate (as a percent)	1.00%
Interest rate	1.75%
Stated spread on interest rate	3.75%
Term Loan | Federal Funds Effective Rate
Debt Instrument [Line Items]
Basis spread on variable rate (as a percent)	0.50%

Long-Term Debt - Minimum princi

Long-Term Debt - Minimum principal payments (Details) $ in Thousands	Jan. 31, 2022USD ($)
Long-Term Debt
2023	$ 4,800
2024	4,800
2025	4,800
2026	4,800
2027	4,800
Thereafter	454,800
Total payments	478,800
Less: Current portion	(4,800)
Less: Unamortized original issue discount and issuance costs	(11,815)
Long-term portion	$ 462,185

Long-Term Debt - Accounts Recei

Long-Term Debt - Accounts Receivable Facility (Details) - USD ($) $ in Thousands	Sep. 19, 2019	Dec. 20, 2018	Jan. 31, 2022	Jan. 31, 2021	Aug. 27, 2020
Debt Instrument [Line Items]
Restricted cash			$ 14,251	$ 2,964	$ 10,306
Accounts Receivable Facility
Debt Instrument [Line Items]
Outstanding borrowings	$ 90,000	$ 75,000			75,000
Advance rate	95.00%
Restricted cash			$ 13,000
Accounts Receivable Facility | Minimum
Debt Instrument [Line Items]
Outstanding borrowings					75,000
Advance rate		50.00%
Accounts Receivable Facility | Maximum
Debt Instrument [Line Items]
Outstanding borrowings					$ 90,000
Advance rate		85.00%

Long-Term Liabilities (Details)

Long-Term Liabilities (Details) - USD ($) $ in Thousands	3 Months Ended	4 Months Ended	5 Months Ended	7 Months Ended	8 Months Ended	12 Months Ended
	Apr. 30, 2020	Jun. 11, 2021	Jan. 31, 2021	Aug. 27, 2020	Jan. 31, 2022	Jan. 31, 2022	Jan. 31, 2021	Jan. 31, 2020
Long-Term Liabilities
Uncertain tax positions; including interest and penalties - long-term			$ 5,794		$ 9,199	$ 9,199	$ 5,794
Other			204		2,231	2,231	204
Total other long-term liabilities			$ 5,998	$ 6,485	$ 11,430	$ 11,430	$ 5,998
Financial Designation, Predecessor and Successor [Fixed List]	Predecessor	Predecessor	Predecessor	Predecessor	Successor	Successor	Predecessor	Predecessor

Shareholders' Equity (Details)

Shareholders' Equity (Details) - USD ($) $ / shares in Units, $ in Thousands	Oct. 12, 2020	Jul. 31, 2021	Jan. 31, 2022	Oct. 31, 2021	Apr. 30, 2020	Jun. 11, 2021	Jan. 31, 2021	Aug. 27, 2020	Jan. 31, 2022	Jan. 31, 2022	Jan. 31, 2021	Jan. 31, 2020
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Common stock issued							4,000,000				4,000,000
Number of warrants to purchase additional common shares			705,882						705,882	705,882
Common shares authorized							1,000,000,000				1,000,000,000
Preferred shares authorized			10,000,000						10,000,000	10,000,000
Common stock par value			$ 0.0001				$ 0.01		$ 0.0001	$ 0.0001	$ 0.01
Common stock shares outstanding							4,000,000				4,000,000
Fair value adjustment of warrants	$ (7,400)	$ (17,115)	$ (37,164)	$ 36,838		$ (900)	$ (2,900)		$ (17,441)
Financial Designation, Predecessor and Successor [Fixed List]					Predecessor	Predecessor	Predecessor	Predecessor	Successor	Successor	Predecessor	Predecessor
Class A Common Stock
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Common stock issued			133,258,027				3,840,000		133,258,027	133,258,027	3,840,000
Common shares authorized			375,000,000				800,000,000		375,000,000	375,000,000	800,000,000
Common stock par value			$ 0.0001						$ 0.0001	$ 0.0001
Common stock shares outstanding			133,258,027				3,840,000		133,258,027	133,258,027	3,840,000
Increase (decrease) in earnings attributable to common stockholders	5,900
Class B Common Stock
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Common stock issued							160,000				160,000
Common shares authorized							200,000,000				200,000,000
Common stock shares outstanding							160,000				160,000
Net increase in value of participation rights	13,300
Increase (decrease) in earnings attributable to common stockholders	$ 5,900
Class C Common Stock
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Common shares authorized			3,840,000						3,840,000	3,840,000

Warrants - Classified warrants

Warrants - Classified warrants (Details) - USD ($) $ / shares in Units, $ in Thousands	12 Months Ended
	Jan. 31, 2022	Aug. 27, 2020
Class of Warrant or Right [Line Items]
Warrants purchased	705,882
Redemption price	$ 0.01
Fair Value		$ 11,200
Private Placement Warrants - Sponsor
Class of Warrant or Right [Line Items]
Warrants purchased	16,300
Strike Price	$ 11.50
Redemption price	$ 0
Fair Value	$ 28,199
Equity Classified Warrants
Class of Warrant or Right [Line Items]
Warrants purchased	45,667
Public Warrants
Class of Warrant or Right [Line Items]
Warrants purchased	23,000
Strike Price	$ 11.50
Redemption price	$ 18
Private Placement Warrants - PIPE
Class of Warrant or Right [Line Items]
Warrants purchased	16,667
Strike Price	$ 11.50
Redemption price	$ 18
Private Placement Warrants - GK
Class of Warrant or Right [Line Items]
Warrants purchased	5,000
Strike Price	$ 11.50
Redemption price	$ 0
Private Placement Warrants - CEO
Class of Warrant or Right [Line Items]
Warrants purchased	1,000
Strike Price	$ 11.50
Redemption price	$ 0

Warrants (Details)

Warrants (Details)	7 Months Ended	8 Months Ended	12 Months Ended
	Jan. 01, 2022USD ($)	Jan. 31, 2022USD ($)$ / sharesshares	Jan. 31, 2022USD ($)D$ / sharesshares	Jan. 31, 2020USD ($)
Class of Warrant or Right [Line Items]
Share price | $ / shares		$ 18	$ 18
Share based compensation expense | $		$ 14,664,000		$ 83,000
Warrants purchased		705,882	705,882
Redemption price | $ / shares			$ 0.01
Term of notice for redemption of warrants			30 days
Number of trading days | D			20
Number of trading day period prior to redemption of warrant holders | D			30
Private Placement Warrants - Sponsor
Class of Warrant or Right [Line Items]
Warrants issued		15,800,000	15,800,000
Warrants purchased		16,300	16,300
Additional warrants issued			1,500,000
Redemption price | $ / shares			$ 0
Equity Classified Warrants
Class of Warrant or Right [Line Items]
Warrants purchased		45,667	45,667
Public Warrants
Class of Warrant or Right [Line Items]
Number of redeemable warrants | $ / shares			$ 1
Warrants issued		23,000,000	23,000,000
Warrants purchased		23,000	23,000
Redemption price | $ / shares			$ 18
Public Warrants | Class A Common Stock
Class of Warrant or Right [Line Items]
Number of shares in each unit | $			1
Private Placement Warrants - PIPE
Class of Warrant or Right [Line Items]
Warrants issued		16,666,667	16,666,667
Warrants purchased		16,667	16,667
Redemption price | $ / shares			$ 18
Private Placement Warrants - GK
Class of Warrant or Right [Line Items]
Warrants issued		5,000,000	5,000,000
Warrants purchased		5,000	5,000
Redemption price | $ / shares			$ 0
Private Placement Warrants - CEO
Class of Warrant or Right [Line Items]
Warrants issued		1,000,000	1,000,000
Share based compensation expense | $	$ 2,800,000		$ 2,800,000
Warrants purchased		1,000	1,000
Redemption price | $ / shares			$ 0

Stock-based compensation - Equi

Stock-based compensation - Equity incentive plans (Details) - 2020 Omnibus Incentive Plan - shares	1 Months Ended
	Jun. 30, 2021	Jan. 31, 2022
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Shares made available for issuance	13,105,902
Annual increase percentage	0.05%
Shares available for issuance		10,374,561

Stock-based compensation - Stoc

Stock-based compensation - Stock options (Details) - Stock Options	12 Months Ended
	Jan. 31, 2022
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting term	4 years
Term of options	10 years
Days following termination of employment or service
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expiration term	90 days
Months following an optionees' death or disability
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expiration term	12 months

Stock-based compensation - St_2

Stock-based compensation - Stock option activity (Details) - Stock Options $ / shares in Units, $ in Millions	8 Months Ended	12 Months Ended
	Jan. 31, 2022USD ($)$ / sharesshares	Jan. 31, 2022USD ($)$ / sharesshares
Shares
Granted (in shares) | shares	2,825,752
Outstanding at end period (in shares) | shares	2,825,752	2,825,752
Vested and exercisable (in shares) | shares	125,000	125,000
Weighted Average Exercise Price
Weighted Average Exercise Price Granted (in dollars per share) | $ / shares	$ 10.76
Weighted Average Exercise Price Outstanding at end period (in dollars per share) | $ / shares	10.76	$ 10.76
Weighted Average Exercise Price Vested and Exercisable (in dollars per share) | $ / shares	$ 10.75	$ 10.75
Weighted Average Remaining Contractual Term (Years)
Weighted Average Remaining Contractual Term Outstanding (in Years)	9 years 4 months 24 days
Unrecognized equity-based compensation costs | $	$ 8.1	$ 8.1
Cost expected to be recognized over a weighted-average period		3 years 4 months 24 days

Stock-based compensation - Assu

Stock-based compensation - Assumptions for grant date fair value of the stock options (Details) - Stock Options	8 Months Ended
	Jan. 31, 2022
Assumptions for grant date fair value of the stock options
Risk-free interest rates	0.01%
Volatility factor, minimum	0.30%
Volatility factor, maximum	0.31%
Expected lives (years)	6 years 1 month 6 days

Stock-based compensation - Rest

Stock-based compensation - Restricted stock units and performance-based restricted stock units (Details) $ / shares in Units, $ in Thousands	8 Months Ended	12 Months Ended
	Jan. 31, 2022USD ($)$ / sharesshares	Jan. 31, 2022USD ($)Ditem$ / sharesshares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share price	$ 18	$ 18
RSU's
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Right to receive share | item		1
Shares
Granted (in shares) | shares	5,726,354
Exercised (in shares) | shares	(333,334)
Forfeited (in shares) | shares	(301,168)
Unvested balance, at end of period (in shares) | shares	5,091,852	5,091,852
Weighted Average Grant Date Fair Value
Granted (in dollars per share)	$ 10.29
Exercised (in dollars per share)	10.75
Forfeited (in dollars per share)	10.27
Weighted Average Exercise Price Unvested balance, at end of period (in dollars per share)	$ 10.26	$ 10.26
Aggregate Intrinsic Value
Aggregate Intrinsic Value unvested | $	$ 37,782	$ 37,782
Unrecognized equity-based compensation costs | $	$ 47,900	$ 47,900
Cost expected to be recognized over a weighted-average period		3 years 1 month 6 days
Market-based Restricted Stock Units
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting term		4 years
Share price	$ 12.50	$ 12.50
Trading days | D		20
Consecutive trading days | D		30
Shares
Granted (in shares) | shares	1,241,978
Forfeited (in shares) | shares	(146,000)
Unvested balance, at end of period (in shares) | shares	1,095,978	1,095,978
Weighted Average Grant Date Fair Value
Granted (in dollars per share)	$ 8.45
Forfeited (in dollars per share)	8.60
Weighted Average Exercise Price Unvested balance, at end of period (in dollars per share)	$ 8.43	$ 8.43
Aggregate Intrinsic Value
Aggregate Intrinsic Value unvested | $	$ 8,132	$ 8,132
Unrecognized equity-based compensation costs | $	$ 6,800	$ 6,800
Cost expected to be recognized over a weighted-average period		1 year 7 months 6 days
Performance-based Restricted Stock Units
Shares
Granted (in shares) | shares	49,876
Aggregate Intrinsic Value
Aggregate Intrinsic Value granted | $	$ 500
Unrecognized equity-based compensation costs | $	$ 100	$ 100
Minimum | RSU's
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting term		3 years
Maximum | RSU's
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting term		4 years

Stock-based compensation - St_3

Stock-based compensation - Stock-based compensation expense (Details) - USD ($) $ in Thousands	3 Months Ended	4 Months Ended	5 Months Ended	7 Months Ended		8 Months Ended	12 Months Ended
	Apr. 30, 2020	Jun. 11, 2021	Jan. 31, 2021	Jan. 01, 2022	Aug. 27, 2020	Jan. 31, 2022	Jan. 31, 2022	Jan. 31, 2021	Jan. 31, 2020
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share based compensation expense						$ 14,664			$ 83
Financial Designation, Predecessor and Successor [Fixed List]	Predecessor	Predecessor	Predecessor		Predecessor	Successor	Successor	Predecessor	Predecessor
Content and software development
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share based compensation expense						$ 895			$ 6
Selling and marketing
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share based compensation expense						2,043			$ 77
General and administrative
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share based compensation expense						$ 11,726
Private Placement Warrants - CEO
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share based compensation expense				$ 2,800			$ 2,800
Warrants issued and outstanding						1,000,000	1,000,000

Revenue - Disaggregated revenue

Revenue - Disaggregated revenue and geography information (Details) - USD ($) $ in Thousands	2 Months Ended	3 Months Ended			4 Months Ended	5 Months Ended	7 Months Ended	8 Months Ended	12 Months Ended
	Jul. 31, 2021	Jan. 31, 2022	Oct. 31, 2021	Apr. 30, 2020	Jun. 11, 2021	Jan. 31, 2021	Aug. 27, 2020	Jan. 31, 2022	Jan. 31, 2022	Jan. 31, 2021	Jan. 31, 2020
Disaggregation of Revenue [Line Items]
Total net revenues	$ 91,012	$ 166,183	$ 170,559		$ 139,636	$ 108,768	$ 273,851	$ 427,754			$ 514,021
Financial Designation, Predecessor and Successor [Fixed List]				Predecessor	Predecessor	Predecessor	Predecessor	Successor	Successor	Predecessor	Predecessor
SaaS and subscription services
Disaggregation of Revenue [Line Items]
Total net revenues					$ 119,233	$ 93,205	$ 234,766	$ 255,432			$ 439,791
Software maintenance
Disaggregation of Revenue [Line Items]
Total net revenues					5,984	4,770	12,079	11,868			23,982
Professional services
Disaggregation of Revenue [Line Items]
Total net revenues					13,495	9,546	24,499	26,302			45,661
Perpetual software licenses
Disaggregation of Revenue [Line Items]
Total net revenues					924	1,241	2,486	1,545			1,885
Hardware and other
Disaggregation of Revenue [Line Items]
Total net revenues						6	21	21			2,702
Virtual, on-demand and classroom
Disaggregation of Revenue [Line Items]
Total net revenues								132,586
United States
Disaggregation of Revenue [Line Items]
Total net revenues					101,884	84,248	217,783	270,487			405,065
Other Americas
Disaggregation of Revenue [Line Items]
Total net revenues					8,724	4,724	8,899	29,248			21,925
Europe, Middle East and Africa
Disaggregation of Revenue [Line Items]
Total net revenues					19,729	13,934	32,788	111,946			61,321
Asia-Pacific
Disaggregation of Revenue [Line Items]
Total net revenues					$ 9,299	$ 5,862	$ 14,381	$ 16,073			$ 25,710

Revenue - Deferred revenue (Det

Revenue - Deferred revenue (Details) - USD ($) $ in Thousands	3 Months Ended	4 Months Ended	5 Months Ended	7 Months Ended	8 Months Ended	12 Months Ended
	Apr. 30, 2020	Jun. 11, 2021	Jan. 31, 2021	Aug. 27, 2020	Jan. 31, 2022	Jan. 31, 2022	Jan. 31, 2021	Jan. 31, 2020
Movement in Deferred Revenue [Roll Forward]
Deferred revenue, Beginning balance		$ 260,584				$ 260,584
Deferred revenue, Beginning balance					$ 230,398
Billings deferred		109,450			486,444
Recognition of prior deferred revenue		(139,636)			(427,754)
Deferred revenue, Ending balance		$ 230,398			$ 332,853	$ 332,853
Deferred revenue, Ending balance			$ 260,584				$ 260,584
Financial Designation, Predecessor and Successor [Fixed List]	Predecessor	Predecessor	Predecessor	Predecessor	Successor	Successor	Predecessor	Predecessor
Skillsoft and GK
Movement in Deferred Revenue [Roll Forward]
Acquisition					$ 268,299
Pluma
Movement in Deferred Revenue [Roll Forward]
Acquisition					$ 5,864

Revenue - Deferred contract acq

Revenue - Deferred contract acquisition cost (Details) - USD ($) $ in Thousands	3 Months Ended	4 Months Ended	5 Months Ended	7 Months Ended	8 Months Ended	12 Months Ended
	Apr. 30, 2020	Jun. 11, 2021	Jan. 31, 2021	Aug. 27, 2020	Jan. 31, 2022	Jan. 31, 2022	Jan. 31, 2021	Jan. 31, 2020
Movement Analysis of Deferred Policy Acquisition Costs [Roll Forward]
Deferred contract acquisition costs at beginning balance		$ 7,584			$ 8,687	$ 7,584
Contract acquisition costs		6,931			30,888
Recognition of contract acquisition costs		(5,828)			(13,971)
Deferred contract acquisition costs at ending balance		$ 8,687	$ 7,584		$ 16,917	$ 16,917	$ 7,584
Financial Designation, Predecessor and Successor [Fixed List]	Predecessor	Predecessor	Predecessor	Predecessor	Successor	Successor	Predecessor	Predecessor

Fair Value Measurements - Asset

Fair Value Measurements - Assets and liabilities that are measured at fair value on a recurring basis (Details) - USD ($) $ in Thousands	3 Months Ended	4 Months Ended	5 Months Ended	7 Months Ended	8 Months Ended	12 Months Ended
	Apr. 30, 2020	Jun. 11, 2021	Jan. 31, 2021	Aug. 27, 2020	Jan. 31, 2022	Jan. 31, 2022	Jan. 31, 2021	Jan. 31, 2020
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Financial Designation, Predecessor and Successor [Fixed List]	Predecessor	Predecessor	Predecessor	Predecessor	Successor	Successor	Predecessor	Predecessor
Recurring member
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Private Placement Warrants - Sponsor					$ 28,199	$ 28,199
Total assets recorded at fair value					28,199	28,199
Level 3 | Recurring member
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Private Placement Warrants - Sponsor					28,199	28,199
Total assets recorded at fair value					$ 28,199	$ 28,199

Fair Value Measurements - Recon

Fair Value Measurements - Reconciliation of Level 3 instruments (Details) - USD ($) $ in Thousands	3 Months Ended	4 Months Ended	5 Months Ended	7 Months Ended	8 Months Ended	12 Months Ended
	Apr. 30, 2020	Jun. 11, 2021	Jan. 31, 2021	Aug. 27, 2020	Jan. 31, 2022	Jan. 31, 2022	Jan. 31, 2021	Jan. 31, 2020
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Fair value as of beginning period		$ 900			$ 45,640	$ 900
Unrealized gains recognized as other income		(900)			(17,441)
Fair value as of Ending period		$ 45,640	$ 900		$ 28,199	$ 28,199	$ 900
Financial Designation, Predecessor and Successor [Fixed List]	Predecessor	Predecessor	Predecessor	Predecessor	Successor	Successor	Predecessor	Predecessor

Fair Value Measurements - Succe

Fair Value Measurements - Successor Company Warrants (Details)	3 Months Ended	4 Months Ended	5 Months Ended	7 Months Ended	8 Months Ended	12 Months Ended
	Apr. 30, 2020	Jun. 11, 2021	Jan. 31, 2021	Aug. 27, 2020	Jan. 31, 2022	Jan. 31, 2022	Jan. 31, 2021	Jan. 31, 2020
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Financial Designation, Predecessor and Successor [Fixed List]	Predecessor	Predecessor	Predecessor	Predecessor	Successor	Successor	Predecessor	Predecessor
Risk-free interest rates
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Measurement input		0.76			1.54	1.54
Volatility
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Measurement input		31			43	43
Expected lives (years)
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Measurement input		5			4.4	4.4
Value per unit
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Measurement input		2.80			1.73	1.73

Fair Value Measurements - Addit

Fair Value Measurements - Additional information (Details)	Jun. 11, 2021USD ($)	Apr. 30, 2020	Jun. 11, 2021USD ($)	Jan. 31, 2021	Aug. 27, 2020	Jan. 31, 2022	Jan. 31, 2022	Jan. 31, 2021	Jan. 31, 2020
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Terminated for consideration	$ 0
Financial Designation, Predecessor and Successor [Fixed List]		Predecessor	Predecessor	Predecessor	Predecessor	Successor	Successor	Predecessor	Predecessor
Volatility
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Measurement input	31		31			43	43
Volatility | Held-to-maturity scenario
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Recorded gain			$ 900,000

Segment Information - Segment r

Segment Information - Segment results (Details) - USD ($) $ in Thousands	2 Months Ended	3 Months Ended			4 Months Ended	5 Months Ended	7 Months Ended	8 Months Ended	12 Months Ended
	Jul. 31, 2021	Jan. 31, 2022	Oct. 31, 2021	Apr. 30, 2020	Jun. 11, 2021	Jan. 31, 2021	Aug. 27, 2020	Jan. 31, 2022	Jan. 31, 2022	Jan. 31, 2021	Jan. 31, 2020
Segment Reporting Information [Line Items]
Revenues					$ 139,636	$ 108,768	$ 273,851	$ 427,754			$ 514,021
Operating expenses					176,259	207,940	603,661	471,022			917,237
Operating (loss) income	$ (16,513)	$ (22,400)	$ (4,355)		(36,623)	(99,172)	(329,810)	(43,268)			(403,216)
Total non-operating (expense) income					471	3,476	1,373	15,591			(5,120)
Interest expense, net					(16,820)	(19,960)	(168,341)	(24,272)			(429,657)
Reorganization items, net							3,329,245		$ 3,300,000
Benefit from (provision for) income taxes	(1,915)	617	6,441		3,708	21,934	(68,455)	5,143			(11,212)
Net (loss) income	$ (11,854)	$ 7,903	$ (42,855)		(49,264)	(93,722)	2,764,012	(46,806)			(849,205)
Depreciation expense					$ 3,572	$ 3,604	$ 5,864	$ 6,556			$ 9,716
Financial Designation, Predecessor and Successor [Fixed List]				Predecessor	Predecessor	Predecessor	Predecessor	Successor	Successor	Predecessor	Predecessor
Skillsoft
Segment Reporting Information [Line Items]
Revenues					$ 101,434	$ 72,425	$ 196,238	$ 215,473			$ 362,503
Operating expenses					137,882	158,671	398,178	253,286			637,658
Operating (loss) income					(36,448)	(86,246)	(201,940)	(37,813)			(275,155)
Depreciation expense					1,800	2,000	2,700	1,800			5,000
SumTotal
Segment Reporting Information [Line Items]
Revenues					38,202	36,343	77,613	79,695			151,518
Operating expenses					38,377	49,269	205,483	68,364			279,579
Operating (loss) income					(175)	(12,926)	(127,870)	11,331			(128,061)
Depreciation expense					$ 1,800	$ 1,600	$ 3,100	2,800			$ 4,700
SumTotal | Cross Sales of SumTotal and Skillsoft Products
Segment Reporting Information [Line Items]
Revenues								5,000
Global Knowledge Segment
Segment Reporting Information [Line Items]
Revenues								132,586
Operating expenses								149,372
Operating (loss) income								(16,786)
Depreciation expense								$ 2,000

Segment Information - Segment a

Segment Information - Segment assets (Details) - USD ($) $ in Thousands	3 Months Ended	4 Months Ended	5 Months Ended	7 Months Ended	8 Months Ended	12 Months Ended
	Apr. 30, 2020	Jun. 11, 2021	Jan. 31, 2021	Aug. 27, 2020	Jan. 31, 2022	Jan. 31, 2022	Jan. 31, 2021	Jan. 31, 2020
Segment Reporting Information [Line Items]
Total assets			$ 1,545,737	$ 1,503,735	$ 2,221,948	$ 2,221,948	$ 1,545,737
Financial Designation, Predecessor and Successor [Fixed List]	Predecessor	Predecessor	Predecessor	Predecessor	Successor	Successor	Predecessor	Predecessor
Skillsoft
Segment Reporting Information [Line Items]
Total assets			$ 1,398,379		$ 1,651,166	$ 1,651,166	$ 1,398,379
SumTotal
Segment Reporting Information [Line Items]
Total assets			$ 147,358		226,856	226,856	$ 147,358
Global Knowledge Segment
Segment Reporting Information [Line Items]
Total assets					$ 344,902	$ 344,902

Segment Information - Long-live

Segment Information - Long-lived tangible assets by geographic region (Details) - USD ($) $ in Thousands	3 Months Ended	4 Months Ended	5 Months Ended	7 Months Ended	8 Months Ended	12 Months Ended
	Apr. 30, 2020	Jun. 11, 2021	Jan. 31, 2021	Aug. 27, 2020	Jan. 31, 2022	Jan. 31, 2022	Jan. 31, 2021	Jan. 31, 2020
Segment Reporting Information [Line Items]
Total			$ 13,780		$ 18,084	$ 18,084	$ 13,780
Financial Designation, Predecessor and Successor [Fixed List]	Predecessor	Predecessor	Predecessor	Predecessor	Successor	Successor	Predecessor	Predecessor
United States
Segment Reporting Information [Line Items]
Total			$ 10,613		$ 14,735	$ 14,735	$ 10,613
Ireland
Segment Reporting Information [Line Items]
Total			609		313	313	609
Rest of world
Segment Reporting Information [Line Items]
Total			$ 2,558		$ 3,036	$ 3,036	$ 2,558

Segment Information - Additiona

Segment Information - Additional Information (Details)	12 Months Ended
	Jan. 31, 2022itemsegment
Segment Information
Number of operating segments | segment	3
Number of learning paths (channels) in skillsoft | item	700

Net Loss Per Share (Details)

Net Loss Per Share (Details) - USD ($)	2 Months Ended	3 Months Ended			4 Months Ended	5 Months Ended	7 Months Ended	8 Months Ended	12 Months Ended
	Jul. 31, 2021	Jan. 31, 2022	Oct. 31, 2021	Apr. 30, 2020	Jun. 11, 2021	Jan. 31, 2021	Aug. 27, 2020	Jan. 31, 2022	Jan. 31, 2022	Jan. 31, 2021	Jan. 31, 2020
Net (loss) income	$ (11,854,000)	$ 7,903,000	$ (42,855,000)		$ (49,264,000)	$ (93,722,000)	$ 2,764,012,000	$ (46,806,000)			$ (849,205,000)
Weighted average common shares outstanding:
Weighted average common shares outstanding - Basic							100,100	133,143,000			100,100
Weighted average common shares outstanding - Diluted	133,059	133,216	133,116				100,100	133,143,000			100,100
Financial Designation, Predecessor and Successor [Fixed List]				Predecessor	Predecessor	Predecessor	Predecessor	Successor	Successor	Predecessor	Predecessor
(Loss) income per share:
Net loss per share - Basic	$ (0.09)	$ 0.06	$ (0.32)				$ 27,612.51	$ (0.35)			$ (8,483.57)
Net loss per share - Diluted	$ (0.09)	$ 0.06	$ (0.32)				$ 27,612.51	$ (0.35)			$ (8,483.57)
Class A Common Stock
Net (loss) income					$ (47,293,000)	$ (89,973,000)
Weighted average common shares outstanding:
Weighted average common shares outstanding - Basic					3,840,000	3,840,000
Weighted average common shares outstanding - Diluted					3,840,000	3,840,000
Gain (loss) on modifications of terms of participation rights held by other shareholders and warrants						$ (5,900,000)
Net Income (Loss) attributable					$ (47,293,000)	$ (95,873,000)
(Loss) income per share:
Net loss per share - Basic					$ (12.32)	$ (24.97)
Net loss per share - Diluted					$ (12.32)	$ (24.97)
Class B Common Stock
Net (loss) income					$ (1,971,000)	$ (3,749,000)
Weighted average common shares outstanding:
Weighted average common shares outstanding - Basic					160,000	160,000
Weighted average common shares outstanding - Diluted					160,000	160,000
Gain (loss) on modifications of terms of participation rights held by other shareholders and warrants						$ 5,900,000
Net Income (Loss) attributable					$ (1,971,000)	$ 2,151,000
(Loss) income per share:
Net loss per share - Basic					$ (12.32)	$ 13.44
Net loss per share - Diluted					$ (12.32)	$ 13.44

Net Loss Per Share - Anti-dilut

Net Loss Per Share - Anti-dilutive (Details) - shares	3 Months Ended	4 Months Ended	5 Months Ended	7 Months Ended	8 Months Ended	12 Months Ended
	Apr. 30, 2020	Jun. 11, 2021	Jan. 31, 2021	Aug. 27, 2020	Jan. 31, 2022	Jan. 31, 2022	Jan. 31, 2021	Jan. 31, 2020
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Warrants purchased					705,882	705,882
Antidilutive securities		706,000			71,351,000
Financial Designation, Predecessor and Successor [Fixed List]	Predecessor	Predecessor	Predecessor	Predecessor	Successor	Successor	Predecessor	Predecessor
Warrants
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities		706,000			61,967,000
Stock Options
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities					2,826,000
RSU's
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities					6,558,000

Related Party Transactions (Det

Related Party Transactions (Details) - USD ($) $ in Millions	Jun. 11, 2021	Dec. 31, 2021	Apr. 30, 2020	Jun. 11, 2021	Jan. 31, 2021	Aug. 27, 2020	Jan. 31, 2022	Jan. 31, 2022	Jan. 31, 2021	Jan. 31, 2020
Related Party Transaction [Line Items]
Term of strategic support agreement	1 year
Remaining revenue performance obligation		$ 0.7
Transaction fee		$ 2
Financial Designation, Predecessor and Successor [Fixed List]			Predecessor	Predecessor	Predecessor	Predecessor	Successor	Successor	Predecessor	Predecessor
First Out Term Loans
Related Party Transaction [Line Items]
Outstanding borrowings						$ 110
Second Out Term Loan Facility
Related Party Transaction [Line Items]
Outstanding borrowings						$ 410

Subsequent Events (Details)

Subsequent Events (Details) $ in Thousands	Apr. 04, 2022USD ($)shares	Dec. 22, 2021item	Jan. 31, 2022USD ($)shares
Subsequent Event [Line Items]
Original issue discount			$ 11,815
RSU's
Subsequent Event [Line Items]
Granted (in shares) | shares			5,726,354
Codecademy [Member]
Subsequent Event [Line Items]
Number of registered learner | item		40,000,000
Number of Programming languages across multiple domains | item		14
Subsequent Event [Member] | Codecademy [Member]
Subsequent Event [Line Items]
Purchase price paid	$ 390,300
Number of shares issued | shares	30,374,427
Cash payments	$ 207,600
Subsequent Event [Member] | Codecademy [Member] | RSU's
Subsequent Event [Line Items]
Granted (in shares) | shares	3,600,000
Weighted average term	2 years 10 months 24 days
Subsequent Event [Member] | Codecademy [Member] | Term Loan
Subsequent Event [Line Items]
Term loan amount	$ 160,000
Original issue discount	$ 2,800
Call penalty	six month call penalty of 1.0%
Basis spread on variable rate (as a percent)	4.25%
Subsequent Event [Member] | Codecademy [Member] | Term Loan | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate [Member]
Subsequent Event [Line Items]
Basis spread on variable rate (as a percent)	5.25%
Subsequent Event [Member] | Codecademy [Member] | Term Loan | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate [Member] | Minimum
Subsequent Event [Line Items]
Basis spread on variable rate (as a percent)	0.75%

Quarterly Results of Operatio_3

Quarterly Results of Operations (Unaudited) (Details) - USD ($) $ / shares in Units, $ in Thousands	Oct. 12, 2020	Jul. 31, 2021	Jan. 31, 2022	Oct. 31, 2021	Jun. 11, 2021	Jan. 31, 2021	Aug. 27, 2020	Jan. 31, 2022	Jan. 31, 2020
Revenues:
Total revenues		$ 91,012	$ 166,183	$ 170,559	$ 139,636	$ 108,768	$ 273,851	$ 427,754	$ 514,021
Operating expenses:
Costs of revenues		28,006	49,517	48,891	35,881	40,898	52,160	126,414	96,044
Content and software development		9,878	20,367	16,437	24,084	30,028	38,986	46,682	67,951
Selling and marketing		22,234	43,938	39,938	41,940	55,285	75,028	106,110	140,785
General and administrative		17,073	26,811	28,120	17,217	21,636	37,455	72,004	57,356
Amortization of intangible assets		20,023	38,835	37,064	50,902	39,824	34,378	95,922	96,359
Recapitalization and acquisition-related costs		9,995	6,512	3,687	6,938	15,928	32,099	20,194	16,244
Restructuring		316	2,603	777	(703)	4,341	1,179	3,696	1,900
Total operating expenses		107,525	188,583	174,914	176,259	207,940	603,661	471,022	917,237
Operating loss		(16,513)	(22,400)	(4,355)	(36,623)	(99,172)	(329,810)	(43,268)	(403,216)
Other (expense) income, net		(697)	(542)	(611)	(493)	552	1,268	(1,850)	(5,120)
Fair value adjustment of warrants	$ 7,400	17,115	37,164	(36,838)	900	2,900		17,441
Interest income		12	64	18	64	24	105	94	306
Interest expense		(9,856)	(7,000)	(7,510)	(16,820)	(19,960)	(168,341)	(24,366)	(429,963)
(Loss) income before (benefit from) provision for income taxes		(9,939)	7,286	(49,296)	(52,972)	(115,656)	2,832,467	(51,949)	(837,993)
(Benefit from) provision for income taxes		1,915	(617)	(6,441)	(3,708)	(21,934)	68,455	(5,143)	11,212
Net (loss) income		$ (11,854)	$ 7,903	$ (42,855)	$ (49,264)	$ (93,722)	$ 2,764,012	$ (46,806)	$ (849,205)
(Loss) income per share:
Net loss per share - Basic		$ (0.09)	$ 0.06	$ (0.32)			$ 27,612.51	$ (0.35)	$ (8,483.57)
Net loss per share - Diluted		$ (0.09)	$ 0.06	$ (0.32)			$ 27,612.51	$ (0.35)	$ (8,483.57)
Weighted average common shares outstanding:
Ordinary - Basic		133,059	133,216	133,116			100,100	133,143,000	100,100
Weighted average common shares outstanding - Diluted		133,059	133,216	133,116			100,100	133,143,000	100,100