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D2L Inc. Announces Third Quarter 2025 Financial Results

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Subscription and support revenue grew 13% year-over-year to US$46.8 millionProfessional services and other revenue in the quarter increased to US$7.5 millionAnnual Recurring Revenue1 reached US$201.7 million, up 12% over the prior yearAdjusted EBITDA2 of US$10.4 million and Adjusted EBITDA margin2 of 19.2% margin in the quarterCompany increases Fiscal 2025 revenue guidance to $204 million to $205 million and increases Adjusted EBITDA guidance to $25.5 million to $26.5M million

TORONTO, Dec. 4, 2024 /CNW/ – D2L Inc. (TSX: DTOL) (“D2L” or the “Company”), a leading global learning technology company, today announced financial results for its Fiscal 2025 third quarter ended October 31, 2024. All amounts are in U.S. dollars and all figures are prepared in accordance with International Financial Reporting Standards (“IFRS”) unless otherwise indicated.

“Our strong third-quarter results were highlighted by healthy growth in subscription revenue and significant margin expansion, driving substantial improvement in our ‘Rule of 40’ performance as we successfully balance growth and market share gains with improving profitability,” said John Baker, CEO of D2L. “We continue to benefit from high win rates in our target markets as we navigate the broader macroeconomic conditions. We’re making disciplined investments that support our goal of long-term market leadership, and have seen strong customer response and pipeline generation from our recently expanded product portfolio, including our AI offering Lumi and Creator+. These new products make learning experiences better and easier to create for our customers, leading to improved learning outcomes and better learner retention.”

Third Quarter Fiscal 2025 Financial Highlights

Total revenue was $54.3 million, up 18% from the same period in the prior year.Subscription and support revenue was $46.8 million, an increase of 13% over the same period of the prior year.Professional services and other revenue was $7.5 million, an increase of $2.8 million from the same period of the prior year. During the current quarter, the Company recognized services revenue of $1.2 million from re-evaluating the completion progress of certain professional services engagements. Excluding this revenue, services revenue increased by $1.6 million over the prior year, and total revenue increased by $7.1 million or 15.2% year over year. Annual Recurring Revenue1 as at October 31, 2024 increased by 12% or $21.6 million year-over-year, from $180.1 million to $201.7 million.Cash flow from operating activities was $11.4 million, compared to $15.3 million in the same period in the prior year, and Free Cash Flow2 was $11.3 million, compared to $14.2 million in the same period in the prior year.Cash flow from operating activities for the 9-month period ended October 31, 2024 was $28.0 million, up 32% compared with $21.2 million for the same period in the prior year.  Gross profit increased 22% to $37.4 million (68.9% gross profit margin) from $30.6 million (66.4% gross profit margin) in the same period of the prior year. Gross profit margin for subscription and support revenue increased to 72.7%, up 140 basis points from 71.3% in the same period of the prior year.Adjusted EBITDA2 increased to $10.4 million (19.2% Adjusted EBITDA margin2) from $2.1 million (4.6%) for the same period in the prior year. Excluding the additional services revenue of $1.2 million recognized in the quarter, Adjusted EBITDA and Adjusted EBITDA Margin would have been $9.2 million and 17.4%, respectively, for the three months ended October 31, 2024. Income for the period was $5.5 million, compared with a loss of $0.4 million for the comparative period of the prior year.Strong balance sheet at quarter end, with cash and cash equivalents of $108.3 million and no debt. During the third quarter, the Company repurchased and canceled 68,600 Subordinate Voting Shares under its normal course issuer bid (“NCIB”). The Company has repurchased and cancelled 348,080 shares since the inception of the NCIB on December 8, 2023.On December 4, 2024, the Company announced that the Toronto Stock Exchange (the “TSX”) accepted the Company’s notice to launch a new NCIB, commencing on December 9, 2024.

1 Refer to “Key Performance Indicators” section of this press release.

2 A non-IFRS financial measure or non-IFRS ratio.  Refer to “Non IFRS Financial Measures” section of this press release.

Third Quarter Fiscal 2025 Financial Results – Selected Financial Measures
(in thousands of U.S. dollars, except for percentages)

Three months ended October 31

Nine months ended October 31

2024

2023

Change

Change

2024

2023

Change

Change

$

$

$

%

$

$

$

%

Subscription & Support Revenue

46,752

41,450

5,302

12.8 %

133,723

120,045

13,678

11.4 %

Professional Services & Other Revenue

7,547

4,663

2,884

61.8 %

18,240

14,766

3,474

23.5 %

Total Revenue

54,299

46,113

8,186

17.8 %

151,963

134,811

17,152

12.7 %

Constant Currency Revenue1

54,106

46,113

7,993

17.3 %

152,126

134,811

17,315

12.8 %

Gross Profit

37,390

30,600

6,790

22.2 %

103,441

90,161

13,280

14.7 %

Adjusted Gross Profit 1

37,964

30,778

7,186

23.3 %

104,439

90,622

13,817

15.2 %

Adjusted Gross Margin1

69.9 %

66.7 %

68.7 %

67.2 %

Income (Loss) for the period

5,547

(387)

5,934

1,533.3 %

5,857

(4,105)

9,962

242.7 %

Adjusted EBITDA1

10,420

2,122

8,298

391.0 %

18,652

4,399

14,253

324.0 %

Cash Flows From Operating Activities

11,420

15,318

(3,898)

(25.5 %)

28,037

21,171

6,866

32.4 %

Free Cash Flow1

11,296

14,244

(2,948)

(20.7 %)

27,567

16,009

11,558

72.2 %

1 A non-IFRS financial measure or non-IFRS ratio.  Refer to the “Non-IFRS Financial Measures and Reconciliation of Non-IFRS Financial Measures” section of this press release for more details.

Third Quarter Business & Operating Highlights

D2L continued to grow its customer base in education in North America, including the additions of the Cincinnati State Technical and Community College, University of the Fraser Valley, and Prairie View A&M University.D2L continued to expand its international customer base, including XP Educação in Brazil and the main statutory body overseeing legal education and training in New Zealand.Signed new corporate customers, including Becoming Institute and the premier academic trauma surgery organization in the United States.Launched Creator+ natively integrated with H5P Group AS (“H5P”), offering an all-in-one solution for creating engaging courses with interactive content, video tools, dynamic analytics, and generative AI. Early adopters include the University of Hawaiʻi System.The Tambellini Group, the leading analyst and advisory firm focused on higher education, ranked D2L Brightspace highest among competitors for usability and innovation in the inaugural Tambellini StarChart™ 2024 for Learning Management Systems (“LMS”) in higher education.Named a winner in the 2024 LMS Top 20 Company by Training Industry and a winner in the 2024 Learning Systems Awards for Best Enterprise LMS by Talented Learning.D2L Lumi was named a winner of the Tech & Learning Awards of Excellence: Back to School 2024 in the Primary and Higher Education categories.Announced a strategic partnership with Seesaw, the leading elementary Learning Experience Platform to enhance the K-12 digital learning experience.

Financial Outlook
D2L updated its previously issued financial guidance for the year ended January 31, 2025 (“Fiscal 2025”) as follows:

Subscription and support revenue in the range of $180 million to $181 million, implying growth of 11% at the midpoint over Fiscal 2024, an increase from previously issued guidance of $178 million to $181 million;Total revenue in the range of $204 million to $205 million, implying growth of 12% at the midpoint over Fiscal 2024, an increase from previously issued guidance of $199 million to $202 million; andAdjusted EBITDA in the range of $25.5 million to $26.5 million, implying Adjusted EBITDA margin of 13% at the midpoint, an increase from previously issued guidance of $22 million to $24 million.

These guidance revisions reflect the Company’s continued progress in balancing revenue growth with operating efficiency improvements.

For additional details on the Company’s outlook, including the principal underlying assumptions and risk factors regarding achievement, refer to the “Financial Outlook” section of the Company’s Management’s Discussion and Analysis for the three and 12 months ended January 31, 2024 (the “Annual MD&A”), as well as the “Forward-Looking Information” section therein, below and in the Company’s Management’s Discussion and Analysis for the three months ended October 31, 2024 (the “Interim MD&A”).

Conference Call & Webcast
D2L management will host a conference call on Thursday, December 5, 2024 at 8:30 am ET to discuss its third quarter Fiscal 2025 financial results.

Date:

Thursday, December 5, 2024

Time:

8:30 am (ET)

Dial in number:

Canada/US: 1 (833) 470-1428

International: 1 (404) 975-4839

Access code: 027545

Webcast:

A live webcast will be available at ir.d2l.com/events-and-presentations/events/

The webcast will also be archived

Forward-Looking Information
This press release includes statements containing “forward-looking information” within the meaning of applicable securities laws. In some cases, forward-looking information can be identified by the use of forward-looking terminology such as “plans”, “expects”, “budget”, “scheduled”, “estimates”, “outlook”, “target”, “forecasts”, “projection”, “potential”, “prospects”, “strategy”, “intends”, “anticipates”, “seek”, “believes”, “opportunity”, “guidance”, “aim”, “goal” or variations of such words and phrases or statements that certain future conditions, actions, events or results “may”, “could”, “would”, “should”, “might”, “will”, “can”, or negative versions thereof, “be taken”, “occur”, “continue” or “be achieved”, and other similar expressions. Statements containing forward-looking information are not historical facts, but instead represent management’s expectations, estimates and projections regarding future events or circumstances.  

This forward-looking information relates to the Company’s future financial outlook and anticipated events or results and includes, but is not limited to, statements under the heading “Financial Outlook” and information regarding: the Company’s financial position, financial results, business strategy, performance, achievements, prospects, objectives, opportunities, business plans and growth strategies, including the Company’s balance growth and profitability plan;  the Company’s budgets, operations and taxes; judgments and estimates impacting the financial statements; the markets in which the Company operates; industry trends and the Company’s competitive position; and expansion of the Company’s product offerings, including the impact of AI offerings on the Company’s addressable market and revenue opportunity.

Forward-looking information is based on certain assumptions, expectations and projections, and analyses made by the Company in light of management’s experience and perception of historical trends, current conditions and expected future developments and other factors it believes are appropriate, including the following: the Company’s ability to win business from new customers and expand business from existing customers; the timing of new customer wins and expansion decisions by existing customers; the Company’s ability to generate revenue and expand its business while controlling costs and expenses; the Company’s ability to manage growth effectively; the Company’s ability to hire and retain personnel effectively; the effects of foreign currency exchange rate fluctuations on our operations; the ability to seek out, enter into and successfully integrate acquisitions, including the acquisition of H5P; business and industry trends, including the success of current and future product development initiatives; positive social development and attitudes toward the pursuit of higher education; the Company’s ability to maintain positive relationships with its customer base and strategic partners; the Company’s ability to adapt and develop solutions that keep pace with continuing changes in technology, education and customer needs; the ability to patent new technologies and protect intellectual property rights; the Company’s ability to comply with security, cybersecurity and accessibility laws, regulations and standards; the assumptions underlying the judgments and estimates impacting on financial statements; and the Company’s ability to retain key personnel; the factors and assumptions discussed under the “Financial Outlook” section of the Annual MD&A, and that the list of factors referenced in the following paragraph, collectively, do not have a material impact on the Company.

Although the Company believes that the assumptions underlying such forward-looking information were reasonable when made, they are inherently uncertain and are subject to significant risks and uncertainties and may prove to be incorrect. The Company cautions investors that forward-looking information is not a guarantee of the future and that actual results may differ materially from those made in or suggested by the forward-looking information contained in this press release. Whether actual results, performance or achievements will conform to the Company’s expectations and predictions is subject to a number of known and unknown risks, uncertainties and other factors, including but not limited to the risks identified herein, or at “Summary of Factors Affecting Our Performance” of the Company’s Interim MD&A or in the “Risk Factors” section of the Company’s most recently filed annual information form, in each case filed under the Company’s profile on SEDAR+ at www.sedarplus.com. If any of these risks or uncertainties materialize, or if assumptions underlying the forward-looking information prove incorrect, actual results might vary materially from those anticipated in the forward-looking information.

Given these risks and uncertainties, investors are cautioned not to place undue reliance on forward-looking information, including any financial outlook. Any forward-looking information that is contained in this press release speaks only as of the date of such statement, and the Company undertakes no obligation to update any forward-looking information or to publicly announce the results of any revisions to any of those statements to reflect future events or developments, except as required by applicable securities laws. Comparisons of results for current and any prior periods are not intended to express any future trends or indications of future performance, unless specifically expressed as such, and should only be viewed as historical data. 

About D2L Inc. (TSX: DTOL)

D2L is transforming the way the world learns, helping learners achieve more than they dreamed possible. Working closely with customers all over the world, D2L is on a mission to make learning more inspiring, engaging and human. Find out how D2L helps transform lives and delivers outstanding learning outcomes in K-12, higher education and business at www.D2L.com.

D2L Inc.
Condensed Consolidated Interim Statements of Financial Position
(In U.S. dollars)

As at October 31, 2024 and January 31, 2024
(Unaudited)

October 31, 2024

January 31, 2024

Assets

Current assets:

Cash and cash equivalents

$   108,252,331

$    116,943,499

Trade and other receivables

20,379,489

23,025,690

Uninvoiced revenue

3,896,203

3,971,861

Prepaid expenses

6,559,188

10,517,226

Deferred commissions

5,134,323

5,334,864

144,221,534

159,793,140

Non-current assets:

Other receivables

480,621

537,056

Prepaid expenses

381,939

119,872

Deferred income taxes

573,268

529,674

Right-of-use assets

8,127,082

8,774,960

Property and equipment

7,402,295

8,427,734

Deferred commissions

7,449,801

7,730,724

Investment in associate

21,248

Loan receivable from associate

5,120,885

Intangible assets

18,073,003

770,707

Goodwill

26,379,860

10,440,091

Total assets

$    218,231,536

$    197,123,958

Liabilities and Shareholders’ Equity

Current liabilities:

Accounts payable and accrued liabilities

$     28,615,437

$    32,635,926

Deferred revenue

105,842,166

93,727,368

Lease liabilities

1,396,079

1,002,464

Contingent consideration

4,893,539

271,479

140,747,221

127,637,237

Non-current liabilities:

Deferred income taxes

4,119,188

587,075

Lease liabilities

10,660,223

11,707,534

Contingent consideration

311,839

14,779,411

12,606,448

155,526,632

140,243,685

Shareholders’ equity:

Share capital

367,288,877

364,830,884

Additional paid-in capital

48,190,065

47,485,107

Accumulated other comprehensive loss

(7,333,643)

(4,998,317)

Deficit

(345,440,395)

(350,437,401)

62,704,904

56,880,273

Related party transactions

Subsequent event

Total liabilities and shareholders’ equity

$    218,231,536

$   197,123,958

D2L INC.
Condensed Consolidated Interim Statements of Comprehensive Income (Loss)
(In U.S. dollars)                                                                                                                              

For the three and nine months ended October 31, 2024 and 2023
(Unaudited)

Three months ended October 31

Nine months ended October 31

2024

2023

2024

2023

Revenue:

Subscription and support

$ 46,751,998

$ 41,449,926

$ 133,723,027

$ 120,045,266

Professional service and other

7,547,470

4,662,769

18,239,685

14,765,509

54,299,468

46,112,695

151,962,712

134,810,775

Cost of revenue:

Subscription and support

12,777,133

11,884,640

36,651,859

33,977,839

Professional services and other

4,132,232

3,627,638

11,870,394

10,671,456

16,909,365

15,512,278

48,522,253

44,649,295

Gross profit

37,390,103

30,600,417

103,440,459

90,161,480

Expenses:

Sales and marketing

12,806,266

12,807,855

40,302,476

40,209,601

Research and development

11,139,920

12,351,201

35,294,478

36,015,722

General and administrative

8,651,729

7,102,165

25,231,988

20,603,875

32,597,915

32,261,221

100,828,942

96,829,198

Income (loss) from operations

4,792,188

(1,660,804)

2,611,517

(6,667,718)

Interest and other income (expense):

Interest expense

(235,892)

(157,582)

(550,438)

(456,456)

Interest income

870,355

1,221,704

2,899,093

2,938,216

Other income (expense)

(122,043)

(10,355)

(122,000)

4,897

Gain on SkillsWave disposal transaction

917,395

Foreign exchange gain

224,145

314,938

307,859

380,417

736,565

1,368,705

3,451,909

2,867,074

Income (loss) before income taxes

5,528,753

(292,099)

6,063,426

(3,800,644)

Income taxes (recovery):

Current

246,162

43,883

602,830

435,294

Deferred

(264,457)

51,613

(396,134)

(130,838)

(18,295)

95,496

206,696

304,456

Income (loss) for the period

5,547,048

(387,595)

5,856,730

(4,105,100)

Other comprehensive gain (loss):

Foreign currency translation gain (loss)

137,532

(1,556,171)

(2,335,326)

(1,020,872)

Comprehensive income (loss)

$ 5,684,580

$ (1,943,766)

$ 3,521,404

$ (5,125,972)

Earnings (loss) per share – basic

$     0.10

$     (0.01)

$    0.11

$    (0.08)

Earnings (loss) per share – diluted

$     0.10

$     (0.01)

$   0.10

$    (0.08)

Weighted average number of common shares
     – basic

54,453,244

53,703,768

54,282,281

53,454,498

Weighted average number of common shares
     – diluted

56,032,694

53,703,768

55,828,067

53,454,498

D2L INC.
Condensed Consolidated Interim Statements of Shareholders’ Equity
(In U.S. dollars)

For the nine months ended October 31, 2024 and 2023
(Unaudited)

Share Capital

Additional
paid-in
capital

Accumulated
other
comprehensive
loss

Deficit

Total

Shares

Amount

Balance, January 31, 2024

53,978,085

$  364,830,884

$  47,485,107

$  (4,998,317)

$  (350,437,401)

$  56,880,273

Issuance of Subordinate Voting Shares on
     exercise of options

410,397

3,443,979

(1,804,429)

1,639,550

Issuance of Subordinate Voting Shares on
     settlement of restricted share units

374,307

1,416,155

(4,602,395)

(3,186,240)

Stock-based compensation

7,111,782

7,111,782

Repurchase of share capital for
     cancellation under NCIB

(306,880)

(2,402,141)

(2,402,141)

Change in share repurchase commitment
     under ASPP

(859,724)

(859,724)

Other comprehensive loss

(2,335,326)

(2,335,326)

Income for the period

5,856,730

5,856,730

Balance, October 31, 2024

54,455,909

$  367,288,877

$  48,190,065

$  (7,333,643)

$  (345,440,395)

$  62,704,904

Balance, January 31, 2023

53,146,530

357,639,824

46,084,161

(5,001,805)

(344,630,902)

54,091,278

Issuance of Subordinate Voting Shares on
     exercise of options

381,794

3,414,019

(1,443,627)

1,970,392

Issuance of Subordinate Voting Shares on
     settlement of restricted share units

218,010

988,410

(2,474,669)

(1,486,259)

Stock-based compensation

7,237,274

7,237,274

Other comprehensive loss

(1,020,872)

(1,020,872)

Loss for the period

(4,105,100)

(4,105,100)

Balance, October 31, 2023

53,746,334

$   362,042,253

$   49,403,139

$   (6,022,677)

$  (348,736,002)

$   56,686,713

D2L INC.
Condensed Consolidated Interim Statements of Cash Flows
(In U.S. dollars)

For the nine months ended October 31, 2024 and 2023
(Unaudited)

2024

2023

Operating activities:

Income (loss) for the period

$  5,856,730

$  (4,105,100)

Items not involving cash:

Depreciation of property and equipment

1,285,970

1,158,782

Depreciation of right-of-use assets

945,223

927,605

Amortization of intangible assets

723,100

60,159

Gain on disposal of property and equipment

(51,476)

(16,194)

Stock-based compensation

7,111,782

7,237,274

Net interest income

(2,348,655)

(2,481,760)

Income tax expense

206,696

304,456

Gain on SkillsWave disposal transaction

(917,395)

Loss from equity accounted investee

416,850

Fair value gain on loan receivable from associate

(120,885)

Changes in operating assets and liabilities:

Trade and other receivables

3,784,969

1,041,252

Uninvoiced revenue

(37,023)

(440,936)

Prepaid expenses

3,503,610

1,073,501

Deferred commissions

296,245

(1,105,606)

Accounts payable and accrued liabilities

(6,410,785)

1,952,832

Deferred revenue

11,573,770

13,243,128

Right-of-use assets and lease liabilities

(44,962)

(57,530)

Interest received

2,878,878

2,938,216

Interest paid

(19,343)

(9,815)

Income taxes paid

(596,646)

(549,475)

Cash flows from operating activities

28,036,653

21,170,789

Financing activities:

Payment of lease liabilities

(1,344,625)

(575,023)

Lease incentive received

103,128

935,025

Proceeds from exercise of stock options

1,639,550

1,970,392

Taxes paid on settlement of restricted share units

(3,186,240)

(1,486,259)

Repurchase of share capital for cancellation under NCIB

(2,402,141)

Cash flows (used in) from financing activities

(5,190,328)

844,135

Investing activities:

Purchase of property and equipment

(521,775)

(5,178,461)

Proceeds from disposal of property and equipment

51,476

16,537

Acquisition of business, net of cash acquired

(22,308,927)

(2,793,180)

Payment of contingent consideration

(249,436)

Transfer of cash on disposal of SkillsWave

(1,483,357)

Proceeds from sale of majority ownership stake in SkillsWave

809,038

Issuance of loan to SkillsWave

(5,000,000)

Cash flows used in investing activities

(28,702,981)

(7,955,104)

Effect of exchange rate changes on cash and cash equivalents

(2,834,512)

(1,701,358)

(Decrease) increase in cash and cash equivalents

(8,691,168)

12,358,462

Cash and cash equivalents, beginning of period

116,943,499

110,732,236

Cash and cash equivalents, end of period

$ 108,252,331

$ 123,090,698

Non-IFRS Financial Measures and Reconciliation of Non-IFRS Financial Measures
The information presented within this press release refers to certain non-IFRS financial measures (including non-IFRS ratios) including Adjusted EBITDA, Adjusted EBITDA Margin, Adjusted Gross Profit, Adjusted Gross Margin, Free Cash Flow, Free Cash Flow Margin, and Constant Currency Revenue. These measures are not recognized measures under IFRS and do not have a standardized meaning prescribed by IFRS. Non-IFRS financial measures should not be considered in isolation nor as a substitute for analysis of the Company’s financial information reported under IFRS and are unlikely to be comparable to similar measures presented by other issuers. Rather, these measures are provided as additional information to complement those IFRS measures by providing further understanding of the Company’s results of operations, financial performance and liquidity from management’s perspective and thus highlight trends in its core business that may not otherwise be apparent when relying solely on IFRS measures. The Company believes that securities analysts, investors and other interested parties frequently use non-IFRS financial measures in the evaluation of the Company. The Company’s management also uses non-IFRS financial measures to facilitate operating performance comparisons from period to period, to prepare annual operating budgets and forecasts, and to assess our ability to meet our capital expenditures and working capital requirements.

Adjusted EBITDA and Adjusted EBITDA Margin
Adjusted EBITDA is defined as net income (loss), excluding interest, taxes, depreciation and amortization (or EBITDA), adjusted for stock-based compensation, foreign exchange gains and losses, non-recurring expenses, transaction-related costs, fair value adjustment of acquired deferred revenue, income (loss) from equity accounted investee, change in fair value on the loan receivable from associate, impairment charges and other income and losses. Adjusted EBITDA Margin is calculated as Adjusted EBITDA expressed as a percentage of total revenue. For an explanation of recent changes to and management’s use of Adjusted EBITDA and Adjusted EBITDA Margin see “Non-IFRS and Other Financial Measures – Non-IFRS Financial Measures and Non-IFRS Financial Ratios – Adjusted EBITDA and Adjusted EBITDA Margin” section in the Company’s Interim MD&A, which section is incorporated by reference herein.

The following table reconciles Adjusted EBITDA to income (loss) for the period, and discloses Adjusted EBITDA Margin, for the periods indicated:

(in thousands of U.S. dollars, except for percentages) 

Three months ended October 31 

Nine months ended October 31 

2024

2023

2024

2023

Income (loss) for the period 

5,547

(387)

5,857

(4,105)

Stock-based compensation 

2,195

2,068

7,112

7,237

Foreign exchange gains  

(224)

(315)

(308)

(380)

Non-recurring expenses(1)  

305

807

2,171

957

Transaction-related costs(2)  

1,249

169

2,072

721

Fair value adjustment of acquired deferred revenue 

500

639

Change in fair value on loan receivable from
     associate 

(121)

(121)

Loss from equity accounted investee 

320

417

Net interest income  

(634)

(1,064)

(2,348)

(2,482)

Income tax (recovery) expense 

(18)

95

207

304

Depreciation and amortization 

1,301

749

2,954

2,147

Adjusted EBITDA 

10,420

2,122

18,652

4,399

Adjusted EBITDA Margin 

19.2 %

4.6 %

12.3 %

3.3 %

During the current quarter, the Company recognized services revenue of $1.2 million from re-evaluating the completion progress of certain professional services engagements. Excluding this increase, the Company’s Adjusted EBITDA and Adjusted EBITDA Margin would have been $9.2 million and 17.4%, respectively, for the three months ended October 31, 2024.

Notes:

(1)

These expenses relate to non-recurring activities, such as certain legal fees incurred that are not indicative of continuing operations, and changes of workforce or technology whereby certain functions were realigned to optimize operations.

(2)

These expenses include certain legal and professional fees that were incurred in connection with acquisition and other strategic transactions, including the disposal of our majority ownership stake in SkillsWave Corporation (“Skillswave”) and our acquisition of H5P. These expenses also include post-combination compensation costs from the acquisition of H5P. These expenses are net of a gain of $0.9 million recognized on the disposal of our majority ownership stake in SkillsWave. These expenses would not have been incurred if not for these transactions and are not considered expenses indicative of the Company’s continuing operations.

Adjusted Gross Profit and Adjusted Gross Margin
Adjusted Gross Profit is defined as gross profit excluding related stock-based compensation expenses and amortization from recently acquired intangible assets, specifically acquired technology. Adjusted Gross Margin is calculated as Adjusted Gross Profit expressed as a percentage of total revenue. For an explanation of management’s use of Adjusted Gross Profit and Adjusted Gross Margin see “Non-IFRS and Other Financial Measures – Non-IFRS Financial Measures and Non-IFRS Financial Ratios – Adjusted Gross Profit and Adjusted Gross Margin” section in the Company’s Interim MD&A, which section is incorporated by reference herein.

The following table reconciles Adjusted Gross Margin to gross profit expressed as a percentage of revenue, for the periods indicated:

(in thousands of U.S. dollars, except for
     percentages) 

Three months ended October 31 

Nine months ended October 31 

2024

2023

2024

2023

Gross profit for the period  

37,390

30,600

103,441

90,161

Stock-based compensation 

147

147

442

430

Acquired intangible asset amortization 

427

31

556

31

Adjusted Gross Profit 

37,964

30,778

104,439

90,622

Adjusted Gross Margin 

69.9 %

66.7 %

68.7 %

67.2 %

During the current quarter, the Company recognized services revenue of $1.2 million from re-evaluating the completion progress of certain professional services engagements. Excluding this revenue, the Company’s Adjusted Gross Profit and Adjusted Gross Margin would have been $36.8 million and 69.2% respectively, for the three months ended October 31, 2024.

Free Cash Flow and Free Cash Flow Margin
Free Cash Flow is defined as cash provided by (used in) operating activities less net additions to property and equipment. Free Cash Flow Margin is calculated as Free Cash Flow expressed as a percentage of total revenue. For an explanation of management’s use of Free Cash Flow and Free Cash Flow Margin see “Non-IFRS and Other Financial Measures – Non-IFRS Financial Measures and Non-IFRS Financial Ratios – Free Cash Flow and Free Cash Flow Margin” section in the Company’s Interim MD&A, which section is incorporated by reference herein.

The following table reconciles our cash flow from (used in) operating activities to Free Cash Flow, and discloses Free Cash Flow Margin, for the periods indicated:

(in thousands of U.S. dollars, except for
     percentages) 

Three months ended October 31

Nine months ended October 31

2024

2023

2024

2023

Cash flow from operating activities 

11,420

15,318

28,037

21,171

Net addition to property and equipment 

(124)

(1,074)

(470)

(5,162)

Free Cash Flow 

11,296

14,244

27,567

16,009

Free Cash Flow Margin 

20.8 %

30.9 %

18.1 %

11.9 %

Constant Currency Revenue
Constant Currency Revenue is defined as foreign-currency-denominated revenues translated at the historical exchange rates from the comparable prior period into our U.S. dollar functional currency. For an explanation of management’s use of Constant Currency Revenue see “Non-IFRS and Other Financial Measures – Non-IFRS Financial Measures and Non-IFRS Financial Ratios – Constant Currency Revenue” section in the Company’s Interim MD&A, which section is incorporated by reference herein.

The following table reconciles our Constant Currency Revenue to revenue, for the periods indicated:

Three months ended October 31 

Nine months ended October 31 

(in thousands of U.S. dollars) 

2024

2023

2024

2023

$

$

$

$

Total revenue for the period 

54,299

46,113

151,963

134,811

(Positive) negative impact of foreign exchange rate
     changes over the prior period 

(193)

163

Constant Currency Revenue 

54,106

46,113

152,126

134,811

During the current quarter, the Company recognized services revenue of $1.2 million from re-evaluating the completion progress of certain professional services engagements. Excluding this increase, the Company’s constant currency revenue would have been $52.9 million for the three months ended October 31, 2024.

Key Performance Indicators

Management uses a number of metrics, including the key performance indicators identified below, to help us evaluate our business, measure our performance, identify trends affecting our business, formulate business plans and make strategic decisions. Our key performance indicators may be calculated in a manner different than similar key performance indicators used by other issuers. These metrics are estimated operating metrics and not projections, nor actual financial results, and are not indicative of current or future performance.

Annual Recurring Revenue and Constant Currency Annual Recurring Revenue: We define Annual Recurring Revenue as the annualized equivalent value of subscription revenue from all existing customer contracts as at the date being measured, exclusive of the implementation period. Our calculation of Annual Recurring Revenue assumes that customers will renew their contractual commitments as those commitments come up for renewal. We believe Annual Recurring Revenue provides a reasonable, real-time measure of performance in a subscription-based environment and provides us with visibility for potential growth to our cash flows. We believe that increasing Annual Recurring Revenue indicates the continued strength in the expansion of our business, and will continue to be our focus on a go-forward basis. We define Constant Currency Annual Recurring Revenue as foreign-currency-denominated Annual Recurring Revenue translated at the historical exchange rates from the comparable prior period into our U.S. dollar functional currency.

As at October 31

(in millions of U.S. dollars, except percentages)

2024

2023

Change

$

$

%

Annual Recurring Revenue

201.7

180.1

12.0 %

Constant Currency Annual Recurring Revenue

200.7

180.1

11.4 %

SOURCE D2L Inc.

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Baucor® expands U.S. manufacturing hub to secure critical supply chains for custom CNC tooli

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Baucor® has expanded its U.S. manufacturing facility to meet growing demand for high-precision custom CNC tooling and industrial cutting solutions. This strategic investment strengthens supply chain resilience by enabling faster lead times, enhanced IP protection, and localized production. The expansion includes increased capacity for advanced reaming tools, a broader range of industrial blades, and an enhanced Critical Part Management (CPM) program. As a result, Baucor® is positioned to deliver faster, more secure, and highly efficient manufacturing solutions to industries such as aerospace, medical, and packaging.

IRVINE, Calif., April 23, 2026 /PRNewswire-PRWeb/ — Baucor®, a global leader in advanced manufacturing, today announced the strategic expansion of its USA facility. The expansion is a direct response to surging American demand for high-precision custom CNC tools and industrial cutting solutions, driven by the massive industry shift toward reshoring and supply chain resilience.

Our U.S. expansion reflects our commitment to being closer to our customers and delivering speed without compromising precision, Mucahit Basaran, CEO

As global logistics remain volatile, Baucor®’s localized production model offers a distinct competitive advantage, providing aerospace, medical, and packaging manufacturers with micron-level precision, faster lead times, and uncompromising Intellectual Property (IP) protection.

Engineering Precision: Advanced Hole-Finishing Solutions

A cornerstone of Baucor®’s facility expansion is the dedicated production line for high-performance reaming tools. Precision hole-finishing is critical for structural integrity in aerospace and automotive assembly. Baucor® now offers an exhaustive range of engineering-grade reamers designed for exact tolerances:

Industrial Reaming Excellence: The facility excels in producing adjustable hand reamer and expansion reamers, allowing operators to achieve custom diameters with a single tool.Heavy-Duty Applications: For structural steel and construction, Baucor® provides rugged bridge reamers and car reamers, engineered to align existing holes and withstand extreme torque.Specialized Geometry: The catalog now includes Chamber Reamers for high-precision firearm manufacturing and Combination Reamers that allow multiple finishing steps in a single pass, significantly reducing cycle times on the factory floor.

“American manufacturers are rethinking their critical component sourcing to eliminate overseas risks,” said Mucahit Basaran, CEO of Baucor®. “By doubling down on our America operations, we aren’t just selling tools; we are providing a secure, high-tech sanctuary for design confidentiality. From specialized reamers to complex industrial blades, our goal is to ensure ‘Made in USA’ quality at every micron.”

Mastering the Edge: Industrial Blade Manufacturing

Baucor®’s expanded USA hub further solidifies its position as a premier circular knives manufacturer. The facility’s specialized grinding and edge-prep technology ensures that every blad-from the smallest razor to the largest industrial saw—maintains superior sharpness and longevity.

The expanded production covers a diverse array of industrial requirements:

Rotary & Straight Cutting: High-speed production of circular slitter blades for textile and plastic converting, alongside heavy-duty Straight Blades for metal shearing.Precision & Versatility: A wide selection of pointed tip blades and industrial-grade razor blades designed for the medical and film-slitting industries.Aggressive Cutting Profiles: Enhanced manufacturing of Saw Blades and Toothed Blades, optimized with custom tooth geometries to handle tough composites and corrugated materials without burr formation.

Strategic Advantage: The Critical Part Management (CPM) Program

To further mitigate supply chain disruptions, the expansion bolsters Baucor®’s Critical Part Management (CPM) Program. This initiative allows high-volume manufacturers to:

Maintain Optimized Inventory: Real-time stock management for mission-critical precision cutting tools.Ensure Continuity: Immediate availability of custom-engineered slitter knives and shear blades.Risk Mitigation: Full protection of proprietary designs within a secure, domestic facility.

Driving the Future of Localized Manufacturing

By bringing production closer to the end-user, Baucor® helps partners reduce production lead times by up to 30% and improve overall operational efficiency by more than 25%. The USA facility serves as a technical bridge, offering rapid prototyping that allows engineers to test and iterate custom tool designs in days rather than months.

For more information on the CPM Program or to view the full product catalog, visit: https://www.baucor.com

About Baucor®

Baucor® is a premier global manufacturer of high-performance cutting tools and custom CNC solutions. From its strategic hub in USA, the company provides end-to-end engineering support – from rapid prototyping to full-scale production. Recognized as a global leader in precision manufacturing, Baucor® empowers brands in the aerospace, medical, and packaging industries to achieve scalable, efficient, and secure production.

Media Contact

Rabia KOCA, Baucor, 1 +1 (949) 232-0251, rabia@norck.com, baucor.com 

View original content to download multimedia:https://www.prweb.com/releases/baucor-expands-us-manufacturing-hub-to-secure-critical-supply-chains-for-custom-cnc-tooli-302751349.html

SOURCE Baucor

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Disrupting AI Infrastructure: America’s Electron Gap Is Becoming a Security Crisis with Matt O’Brien

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AI is no longer a software story. Matt O’Brien, CEO of Snow Crash Labs, argues that as enterprises rush to deploy more capable models, the real risk is no longer whether AI works, but whether it has been tested well enough not to turn on the companies using it.

TAMPA BAY, Fla., April 23, 2026 /PRNewswire/ — The AI race is no longer decided by models alone. On this episode of Disruption Interruption podcast, host Karla Jo Helms (KJ) speaks with Matt O’Brien, CEO of Snow Crash Labs, about why the U.S. is falling behind China in the electricity needed to power next-generation models, why enterprises can no longer afford to deploy AI without rigorous quality control, and why, as O’Brien puts it, “AI has become just as much of an infrastructure problem as it is a technology problem.”

Industry Is Moving Faster Than Its Safeguards

For O’Brien, the deeper problem is that AI capability is scaling predictably with compute and power, which means the race is now constrained by physical infrastructure as much as by software. In the episode, he explains that the U.S. would need to add at least 20 gigawatts of power to the grid every year through 2030 just to keep pace with expected data-center buildout, while China added roughly 430 gigawatts in a single year. “The AI models are grown like a garden, not built like a skyscraper,” he says, and the “water” they need is data-center compute.

That infrastructure gap becomes even more dangerous because model behavior is getting riskier at the same time. O’Brien points to the now well-known Anthropic case, where a pre-quality-control Claude Opus 4 attempted blackmail in 96% of the time when it had leverage over a user. He adds that by mid-2025, behaviors like scheming, gaslighting, and other “nefarious activities” were appearing in models about 30% of the time, up from roughly 5% in late 2024. In his view, the issue is not that models are malicious, but that they are becoming smart enough to discover routes to accomplish goals that are unethical, illegal, or damaging to the enterprise using them.

Some companies understand this risk, especially in highly regulated sectors or where sensitive healthcare and financial data are involved, but many still do not. “The market isn’t as prepared for this problem as it needs to be,” O’Brien says. This creates a dangerous asymmetry: AI adoption is accelerating faster than AI literacy, while legal, compliance, and reputational risks continue to grow.

Quality Control Before Deployment

O’Brien’s solution is to treat AI more like a regulated product than a magic trick. Snow Crash Labs tests models for alignment failures, unsafe behaviors, and quality defects before companies deploy them at scale. “We test the models to see if they have gone through a quality control process,” he says. “Because if they haven’t, the consequences can be quite severe.” That means crash-testing models for behaviors such as blackmail, bias, privacy violations, or illegal goal-seeking, and then routing enterprise requests to safer models when needed.

His analogy makes the stakes clear: “Imagine going to a supermarket without the FDA. Is that steak going to be okay? That’s what it’s like deploying AI without quality control.” In O’Brien’s view, the next major AI market is not just building more powerful models. It is making them trustworthy enough for the real economy.

That is why he believes AI literacy will determine which companies survive the next phase of adoption. “The best future for everyone is if literacy did develop in these large enterprises before they were outcompeted by AI-literate startups,” he says. The upside, in his view, is not fear-driven retreat. It is responsible adoption: quality-controlled models, fewer enterprise disasters, and a path for companies to keep using the best AI available without betting the business on blind trust.

Links

Disrupting AI Security: The End of the “Safe” AI Pilot with Matt O’Brien

Disruption Interruption is the podcast where you will hear from today’s biggest Industry Disruptors. Learn what motivated them to bring about innovation and how they overcame opposition to adoption.

https://omny.fm/shows/disruption-interruption/disrupting-ai-security-the-end-of-the-safe-ai-pilot-with-matt-o-brien

LinkedIn: https://www.linkedin.com/in/matt-o-brien-98318369/
Company Website: http://www.snowcrashlabs.com/

About Disruption Interruption™
Disruption is happening on an unprecedented scale, impacting all manner of industries — MedTech, Finance, IT, eCommerce, shipping, logistics, and more — and COVID has moved their timelines up a full decade or more. But WHO are these disruptors and when did they say, “THAT’S IT! I’VE HAD IT!”? Time to Disrupt and Interrupt with host Karla Jo “KJ” Helms, veteran communications disruptor. KJ interviews badasses who are disrupting their industries and altering economic networks that have become antiquated with an establishment resistant to progress. She delves into uncovering secrets from industry rebels and quiet revolutionaries that uncover common traits — and not-so-common — that are changing our economic markets… and lives. Visit the world’s key pioneers that persist to success, despite arrows in their backs at www.disruption-interruption.com.

About Matt O’Brien

Matt O’Brien is CEO of SnowCrash Labs, where he is building AI quality-control and security infrastructure for enterprises deploying advanced models at scale. A former corporate attorney and current Techstars mentor, O’Brien combines legal, engineering, and operational experience to help companies test AI systems for alignment failures, unsafe behavior, and other defects before they reach production. He holds a J.D. from Fordham University School of Law and a B.S. from Lehigh University in logistics, materials, and supply chain management.

Before founding SnowCrash Labs in 2025, O’Brien practiced corporate law at Pillsbury Winthrop Shaw Pittman and Nelson Mullins and earlier worked with startup and engineering teams on product, supply chain, and market-development challenges. In the podcast, he says he has followed AI progress for about a decade and launched SnowCrash Labs after recognizing that advanced models were beginning to affect white-collar work at scale. Today, his focus is making AI adoption safer, more scalable, and more trustworthy for the companies relying on it.

About Karla Jo Helms
Karla Jo Helms is the Chief Evangelist and Anti-PR® Strategist for JOTO PR Disruptors™. Karla Jo learned firsthand how unforgiving business can be when millions of dollars are on the line — and how the control of public opinion often determines whether one company is happily chosen, or another is brutally rejected. Being an alumnus of crisis management, Karla Jo has worked with litigation attorneys, private investigators, and the media to help restore companies of goodwill into the good graces of public opinion — Karla Jo operates on the ethic of getting it right the first time, not relying on second chances and doing what it takes to excel. Helms speaks globally on public relations, how the PR industry itself has lost its way, and how, in the right hands, corporations can harness the power of Anti-PR to drive markets and impact market perception.

References

LIMRA, & Life Happens. (2024, April 15). U.S. life insurance need gap grows in 2024. limra.com/en/newsroom/news-releases/2024/u.s.-life-insurance-need-gap-grows-in-2024/LIMRA. (2026, March 3). Double-digit growth drives individual life insurance new premium to set new sales record in 2025. limra.com/en/newsroom/news-releases/2026/limra-double-digit-growth-drives-individual-life-insurance-new-premium-to-set-new-sales-record-in-2025/Optifino. (2025, September 29). Optifino and Covr announce deal to transform life insurance distribution. optifino.com/optifino-and-covr-announce-deal-to-transform-life-insurance-distribution/

Media Inquiries:
Karla Jo Helms
JOTO PR™
727-777-4629

View original content to download multimedia:https://www.prnewswire.com/news-releases/disrupting-ai-infrastructure-americas-electron-gap-is-becoming-a-security-crisis-with-matt-obrien-302751835.html

SOURCE Disruption Interruption

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Oxford Royale Academy Partners with MIT to Bring AI Education to Summer School Students

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One of Europe’s fastest-growing education companies — ranked 156th in the FT 1000 — announces a curriculum partnership with MIT’s RAISE initiative, offering teenagers AI literacy credentials in Oxford this summer.

OXFORD, England, April 23, 2026 /PRNewswire/ — Oxford Royale Academy, one of Europe’s fastest-growing education companies, has announced a partnership with the Massachusetts Institute of Technology to bring AI literacy education to international summer school students this year.

 

The collaboration will see students at Oxford Royale’s programmes in Oxford complete the MIT RAISE FutureBuilders pathway — a structured AI education curriculum developed by MIT’s Responsible AI for Social Empowerment and Education (RAISE) initiative in partnership with Pharos Education. Students who complete the programme will receive an official MIT RAISE certificate.

Oxford Royale hosts more than 3,000 students from over 175 countries each summer, offering university-style academic programmes at colleges in Oxford. The partnership introduces a formal AI curriculum strand to its existing academic offering for the first time.

The announcement follows Oxford Royale’s inclusion in the Financial Times’ FT 1000: Europe’s Fastest Growing Companies 2026, in which the organisation ranked 156th across the continent.

IN THEIR WORDS

“The future will be led by those who understand technology and know how to harness it responsibly. Our collaboration with MIT’s RAISE initiative and Pharos Education gives students the opportunity to explore artificial intelligence at an early stage — not simply as a tool, but as a force that will shape the careers, industries and societies they inherit.”

— Andy Palmer, Chief Executive Officer, Oxford Royale Academy

“The MIT RAISE FutureBuilders programme has a clear objective: to transform the next generation from consumers of technology into AI builders. Oxford Royale’s student body — drawn from more than 175 countries — makes this one of the most internationally diverse cohorts we have worked with.”

— Felipe Arango, Chief Executive Officer, Pharos Education

BACKGROUND AND CONTEXT

Artificial intelligence has risen sharply up the agenda of schools, universities and policymakers in recent years, driven by the rapid commercial deployment of large language models and other AI systems. A number of governments have introduced national strategies for AI education, while surveys of employers consistently highlight AI literacy as among the most valued skills for new entrants to the workforce.

Despite this, structured AI education at secondary level remains limited in most countries. Oxford Royale’s adoption of the MIT RAISE pathway is intended to help close that gap, giving students aged 13–18 exposure to both the technical principles and ethical dimensions of AI before they reach university.

MIT RAISE describes its mission as promoting AI literacy and ethical understanding among young learners worldwide. Programmes developed by the initiative aim to equip students to engage with artificial intelligence thoughtfully, with particular attention to questions of fairness, accountability and the societal implications of automated systems.

Oxford Royale was founded in 2004 by Oxford graduate William Humphreys. Since launch, more than 50,000 students from over 175 countries have attended its programmes.

NOTES TO EDITORS

Programme Dates and Availability

The summer programme will run across two sessions: 5th July to 18th July and 19th July to 1st August 2026. There are a total of 60 places available across both sessions.

About Oxford Royale Academy

Oxford Royale Academy is a leading international education company offering academic summer school programmes at colleges in Oxford, UK, and at campuses worldwide. Founded in 2004, Oxford Royale has welcomed more than 50,000 students from over 175 countries. The organisation was ranked 156th in the Financial Times FT 1000: Europe’s Fastest Growing Companies 2026. Further information is available at oxfordroyale.com.

About MIT RAISE

MIT RAISE (Responsible AI for Social Empowerment and Education) is a global initiative based at the Massachusetts Institute of Technology dedicated to expanding access to AI literacy education. Its FutureBuilders programme provides structured pathways for young learners to develop skills in artificial intelligence, with an emphasis on ethical and responsible use.

About Pharos Education

Pharos Education is an education technology company that develops and delivers AI learning programmes in partnership with leading academic institutions. Pharos is the delivery partner for the MIT RAISE FutureBuilders curriculum.

 

SOURCE Oxford Royale

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