v3.26.1
Note 8 - Long-Term Debt
6 Months Ended
Jul. 31, 2026
Notes to Financial Statements  
Debt Disclosure [Text Block]

(8)    Long-Term Debt

 

Debt consisted of the following (in thousands):

 

  

July 31, 2026

  

January 31, 2026

 

Term Loans - current portion

 $6,404  $6,404 

Current maturities of long-term debt

 $6,404  $6,404 
         

Term Loans - long-term portion

 $572,187  $576,990 

Original issue discount - long-term portion

  (3,255)  (4,032)

Deferred financing costs - long-term portion

  (1,767)  (2,189)

Long-term debt

 $567,165  $570,769 

 

Term Loans

 

On July 16, 2021, a Skillsoft subsidiary, Skillsoft Finance II, Inc. (“Skillsoft Finance II”), entered into a Credit Agreement (the “Credit Agreement”), by and among Skillsoft Finance II, as borrower, another subsidiary - Skillsoft Finance I, Inc. (“Holdings”), the lenders party thereto and Citibank, N.A., as administrative agent and collateral agent, pursuant to which the lenders provided a term loan in the original principal amount of $480 million (the "Original Term Loan"). In connection with the closing of our Codecademy acquisition, Skillsoft Finance II entered into Amendment No. 1 to the Credit Agreement, dated as of April 4, 2022 (the “First Amendment”), among Skillsoft Finance II, Holdings, certain subsidiaries of Skillsoft Finance II, as guarantors, Citibank N.A., as administrative agent, and the financial institutions party thereto as Term B-1 Lenders, which amended the Credit Agreement (as amended by the First Amendment, the “Amended Credit Agreement”), which provided additional Term B-1 Loans in the original principal amount of $160 million. The Original Term Loan and the Term B-1 Loans were each drawn in full on their respective closing dates, and are scheduled to mature on July 16, 2028.

 

Our debt outstanding under the Amended Credit Agreement as of July 31, 2026 matures as shown below (in thousands):

 

Future principal payments due for fiscal years ended January 31:

    

2027 (six months remaining)

 $1,601 

2028

  8,005 

2029

  568,985 

2030

   

2031

   

Thereafter

   

Total payments

  578,591 

Current portion

  (6,404)

Unamortized original issue discount and issuance costs

  (5,022)

Long-term portion

 $567,165 

 

As of July 31, 2026, the outstanding principal balance on our terms loans bear interest at the Secured Overnight Financing Rate (“SOFR”) plus a credit premium of 0.11% plus a margin of 5.25%, per annum, with a SOFR floor of 0.75%. As a result of our interest rate swap agreements, we have a fixed cash interest rate of 8.94% on $300 million of our outstanding term loans. 

 

Accounts Receivable Facility

 

We also have access to up to $75.0 million of borrowings under our accounts receivable credit agreement (the “A/R Agreement”) with First Citizens Bank and Trust Company, pursuant to which certain of our accounts receivable are pledged as security for loans made by participating lenders.

 

The interest rate on borrowings outstanding under the A/R Agreement was 6.26% on July 31, 2026. As of July 31, 2026, $1.0 million was drawn under the A/R agreement and is classified as “borrowings under accounts receivable facility” on the unaudited condensed consolidated balance sheet.

 

Refer to Note 12 “Long-Term Debt” to the 2026 AFS for additional information regarding the Amended Credit Agreement and the A/R Agreement.