D2L Inc. (TSX: DTOL) (“D2L” or the “Company”), a
global learning technology leader, today announced financial
results for its fiscal 2022 third quarter ended October 31, 2021.
“We’re having a strong year at D2L, and we
experienced continued momentum across the business during the third
quarter,” said John Baker, President and CEO of D2L. “Our results
reflect an increase in new customers and expanded relationships
with existing customers – early returns from our investments in
sales – as well as sustained adoption of digital learning
experiences across our core markets. Our year-to-date performance
puts us on track to achieve approximately 20% revenue growth for
the full year.”
Mr. Baker added: “In our more than 20-year
history, the market backdrop and opportunity have never been
stronger. D2L’s mission to transform the way the world learns is
also more vital than ever, as we work with educators to tackle
learning loss from the pandemic and support employers to meet the
pressing need for upskilling in the workforce. With new growth
capital from the recent IPO, we are executing on an expanded
strategy to press our advantage and become the category leader in
learning.”
Third Quarter Fiscal 2022 Financial Highlights
(All amounts are in U.S. dollars unless otherwise indicated)
- Annual Recurring Revenue1 increased by $25.0 million or 20%
year-over-year to $149.6 million as at October 31, 2021, compared
with $124.6 million as at October 31, 2020.
- Revenue of $39.1 million, up 18% from the comparative period in
the prior year.
- Subscription and support revenue of $34.9 million, an increase
of 20% over the same period in the prior year.
- Adjusted Gross Profit1 of $25.1 million (64.2% of revenue), an
increase of 30% from Adjusted Gross Profit of $19.3 million (58.1%
of revenue) in the prior year.
- Gross Profit of $17.0 million, compared with $19.3 million in
the prior year. Gross profit in the current period included
one-time, non-cash stock-based compensation expenses of $8.1
million related to the unwinding of an Employee Stock Trust as part
of the Company’s initial public offering (“IPO”).
- Adjusted EBITDA1 loss of ($0.3) million, compared to Adjusted
EBITDA of $2.1 million for the comparative period in the prior
year.
- Net loss of $41.5 million, compared with a net loss of $28.1
million in the same quarter of the prior year. The higher net loss
mainly reflects one-time, non-cash stock-based compensation
expenses of $65.8 million related to the unwinding of the Employee
Stock Trust. These were partly offset by a one-time fair value gain
of $25.9 million on the Company’s redeemable convertible preferred
shares, also related to the IPO.
- Cash flow from operating activities of $3.5 million, versus
$10.1 million in the prior year, and Free Cash Flow1 of $3.2
million, compared with $9.5 million in the prior year.
- Subsequent to quarter end, D2L completed its IPO for total
gross proceeds of C$150.0 million (C$88 million to D2L after
factoring the secondary offering and underwriter commissions).
1 Please refer to “Non-IFRS Financial Measures and
Reconciliation of Non-IFRS Financial Measures” section of this
press release.
Third Quarter Fiscal 2022 Business & Operating
Highlights
- Signed a new customer agreement with the State University
of New York (SUNY), the largest comprehensive education system in
the U.S., to deliver the D2L
Brightspace learning environment to
400,000 learners across SUNY’s 64 colleges and
universities.
- Signed a new customer agreement with the University of
Groningen, one of the oldest in the region and one of the most
prestigious in the world, serving more than 34,000 students. D2L
Brightspace was selected to replace a legacy learning platform. D2L
now supports >40% of the top universities across the
Netherlands.
- Signed a new customer agreement with Lee Valley Tools, a
Canadian business serving customers around the world, to help
onboard, train and engage employees across the country using D2L
Brightspace.
- Expanded a customer agreement with Energy Safety Canada, the
national safety association for Canada’s oil and gas industry. D2L
Brightspace will be used to help develop and deliver health and
safety training courses to ensure workers are ready to work
safely.
- Acquired exclusive course content, development tools, and
talent from Bayfield Design, a provider of digital learning
courseware, expanding cross-sell opportunities within the Company’s
K-12 customer base.
- Expanded a strategic partnership
with Ellucian to better serve customers with an
integrated platform that unites people, processes, data and
technology to create highly personalized learning experiences.
- D2L Wave welcomed University of Manitoba, McMaster University,
the University of Guelph and York University as academic
partners. D2L Wave provides working professionals with
opportunities to upskill and reskill through access to an
online catalog of high-quality education options from leading
educational institutions.
- Launched a new Parent and Guardian App to
enhance learning collaboration post-pandemic – making it
easier than ever for teachers and families to connect, stay
informed, and receive notifications to support learning.
- Subsequent to quarter end, signed a new customer
agreement with British Columbia’s Ministry of
Education to help deliver Brightspace’s exceptional,
flexible learning experiences for up to 670,000 learners in K-12
across the province.
Third Quarter Fiscal 2022 Financial Results
Selected Financial Measures
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three months ended October 31, |
|
Nine months ended October 31, |
|
2021 |
|
2020 |
|
Change |
|
Change |
|
2021 |
|
2020 |
|
Change |
|
Change |
$ |
|
$ |
|
$ |
|
% |
|
$ |
|
$ |
|
$ |
|
% |
Subscription & Support
Revenue |
34,930 |
|
29,219 |
|
5,711 |
|
19.5% |
|
98,497 |
|
82,626 |
|
15,871 |
|
19.2% |
Professional Services &
Other Revenue |
4,214 |
|
3,953 |
|
261 |
|
6.6% |
|
11,977 |
|
9,810 |
|
2,167 |
|
22.1% |
Total Revenue |
39,144 |
|
33,172 |
|
5,972 |
|
18.0% |
|
110,474 |
|
92,436 |
|
18,038 |
|
19.5% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gross Profit |
17,016 |
|
19,261 |
|
(2,245) |
|
-11.7% |
|
61,431 |
|
57,239 |
|
4,192 |
|
7.3% |
Adjusted Gross Profit 1 |
25,125 |
|
19,278 |
|
5,847 |
|
30.3% |
|
69,602 |
|
57,294 |
|
12,308 |
|
21.5% |
Adjusted Gross Margin1 |
64.2% |
|
58.1% |
|
|
|
|
|
63.0% |
|
62.0% |
|
|
|
|
Net Income (loss) |
(41,543) |
|
(28,081) |
|
(13,462) |
|
47.9% |
|
(93,793) |
|
(30,329) |
|
(63,464) |
|
-209.3% |
Adjusted EBITDA (loss)1 |
(291) |
|
2,102 |
|
(2,393) |
|
-113.8% |
|
631 |
|
7,041 |
|
(6,410) |
|
-91.0% |
Cash Flow from Operating
Activities |
3,526 |
|
10,120 |
|
(6,594) |
|
-65.2% |
|
4,077 |
|
18,151 |
|
(14,074) |
|
-77.5% |
Free Cash Flow1 |
3,200 |
|
9,469 |
|
(6,269) |
|
-66.2% |
|
3,377 |
|
16,736 |
|
(13,359) |
|
-79.8% |
1 Please refer to “Non-IFRS Financial Measures and
Reconciliation of Non-IFRS Financial Measures” section of this
press release.
Conference Call & WebcastD2L management
will host a conference call on Thursday, December 9, 2021 at 8:30
am ET to discuss its third quarter fiscal 2022 financial
results.
Date: |
|
Thursday, December 9, 2021 |
Time: |
|
8:30 a.m. (ET) |
Dial in number: |
|
Canada: 1 (226) 828-7575 or 1 (833) 950-0062 United States: 1 (844)
200-6205Access code: 097764 |
Webcast: |
|
A live webcast will be available
at ir.d2l.com/events-and-presentations/events/ |
Replay: |
|
Canada: 1 (226) 828-7578 or US: 1 (866) 813-9403(replay code:
991447) Available until December 27, 2021 |
|
|
|
Forward-Looking InformationThis
press release includes statements containing “forward-looking
information” within the meaning of applicable securities laws.
Forward-looking information may relate to our future financial
outlook and anticipated events or results and may include
information regarding our financial position, business strategy,
growth strategies, addressable markets, budgets, operations,
financial results, taxes, dividend policy, plans and objectives.
Particularly, information regarding our expectations of future
results, performance, achievements, prospects or opportunities or
the markets in which we operate is forward-looking information. 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. The Company has based the
forward-looking information on its current expectations and
projections about future events and financial trends that it
believes might affect its financial condition, results of
operations, business strategy and financial needs.
This forward-looking information includes, but
is not limited to, statements regarding industry trends; our growth
rates and growth strategies; addressable markets for our products
and solutions; expansion of our product offerings; expectations
regarding the growth of our customer base; expectations regarding
our revenue and revenue generation potential; our business plans
and strategies; and our competitive position in our industry.
Forward-looking information is based on certain
assumptions 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 generate revenue while controlling costs and
expenses; the Company’s ability to manage growth effectively; the
ability to seek out, enter into and successfully integrate
acquisitions, including the Bayfield Acquisition; 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; and the Company’s
ability to retain key personnel.
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. In
addition, even if the Company’s results of operations, financial
condition and liquidity and the development of the industry in
which it operates are consistent with the forward-looking
information contained in this press release, those results or
developments may not be indicative of results or developments in
subsequent periods. 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, assumptions and other factors, including but not
limited to the factors described in the “Risk Factors” section of
the Company’s final long form prospectus dated October 27, 2021. 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. 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 of all
ages achieve more than they dreamed possible. Working closely with
clients all over the world, D2L is supporting millions of people
learning online and in person. Our growing global workforce is
dedicated to making the best learning products to leave the world
better than they found it. Learn more about D2L for K-12, higher
education and businesses at www.D2L.com.
For further information, please contact: Craig
Armitage, Investor Relations ir@d2l.com (416) 347-8954
D2L Inc. Condensed Consolidated
Interim Balance Sheets (In U.S. dollars)
As at October 31, 2021 and January 31, 2021
(Unaudited)
|
|
October 31, 2021 |
|
January 31, 2021 |
|
Assets |
|
|
|
Current assets: |
|
|
|
Cash and cash equivalents |
$ |
42,855,903 |
|
$ |
45,219,561 |
|
|
Trade and other receivables |
|
28,637,213 |
|
|
14,620,383 |
|
|
Uninvoiced revenue |
|
1,690,331 |
|
|
3,090,154 |
|
|
Prepaid expenses |
|
5,403,177 |
|
|
5,355,166 |
|
|
Deferred commissions |
|
3,737,876 |
|
|
3,441,396 |
|
|
Shareholder loan receivable |
|
16,361,988 |
|
|
– |
|
|
|
|
98,686,488 |
|
|
71,726,660 |
|
|
|
|
|
Non-current assets: |
|
|
|
Restricted cash |
|
– |
|
|
84,383 |
|
|
Other receivables |
|
– |
|
|
207,018 |
|
|
Prepaid expenses |
|
188,718 |
|
|
1,079,974 |
|
|
Deferred income taxes |
|
162,539 |
|
|
237,809 |
|
|
Right-of-use assets |
|
1,732,711 |
|
|
2,932,487 |
|
|
Property and equipment |
|
2,728,885 |
|
|
2,917,308 |
|
|
Deferred commissions |
|
6,706,555 |
|
|
6,174,607 |
|
|
Intangible assets |
|
7,938,950 |
|
|
340,719 |
|
|
Goodwill |
|
4,939,896 |
|
|
– |
|
|
|
|
Total assets |
$ |
123,084,742 |
|
$ |
85,700,965 |
|
|
|
|
|
Liabilities and Shareholders' Deficiency |
|
|
|
|
Current liabilities: |
|
|
|
Accounts payable and accrued liabilities |
$ |
22,792,245 |
|
$ |
21,779,773 |
|
|
Deferred revenue |
|
89,517,304 |
|
|
68,679,553 |
|
|
Lease liabilities |
|
1,704,238 |
|
|
2,092,319 |
|
|
Consideration payable |
|
9,041,810 |
|
|
– |
|
|
Redeemable convertible preferred shares |
|
200,211,647 |
|
|
– |
|
|
|
|
323,267,244 |
|
|
92,551,645 |
|
|
|
|
|
Non-current liabilities: |
|
|
|
Deferred income taxes |
|
416,037 |
|
|
232,915 |
|
|
Lease liabilities |
|
784,709 |
|
|
2,021,425 |
|
|
Redeemable convertible preferred shares |
|
– |
|
|
178,183,535 |
|
|
|
|
1,200,746 |
|
|
180,437,875 |
|
|
|
|
324,467,990 |
|
|
272,989,520 |
|
Shareholders' deficiency: |
|
|
|
Share capital: |
|
|
|
Class A common shares |
|
1 |
|
|
1 |
|
|
Class O common shares |
|
18,150,136 |
|
|
217,632 |
|
|
Additional paid-in capital |
|
105,942,854 |
|
|
45,285,371 |
|
|
Accumulated other comprehensive loss |
|
(3,081,902 |
) |
|
(4,190,459 |
) |
|
Deficit |
|
(322,394,337 |
) |
|
(228,601,100 |
) |
|
|
(201,383,248 |
) |
|
(187,288,555 |
) |
Borrowings on credit facility Commitments and contingencies |
|
|
Related party transactions |
|
|
Subsequent events |
|
|
|
|
|
|
Total liabilities and shareholders' deficiency |
$ |
123,084,742 |
|
$ |
85,700,965 |
|
|
|
|
|
|
|
|
D2L Inc. Condensed Consolidated
Interim Statements of Comprehensive Loss (In U.S. dollars)
For the three and nine months ended October 31,
2021 and 2020 (Unaudited)
|
|
Three months ended October 31 |
|
Nine months ended October 31 |
|
|
|
2021 |
|
2020 |
|
2021 |
|
2020 |
|
|
|
|
|
|
|
Revenue: |
|
|
|
|
|
Subscription and support |
34,929,904 |
|
29,219,116 |
|
98,496,847 |
|
82,626,402 |
|
|
Professional services and other |
4,213,973 |
|
3,953,043 |
|
11,977,090 |
|
9,809,505 |
|
|
|
39,143,877 |
|
33,172,159 |
|
110,473,937 |
|
92,435,907 |
|
Cost of revenue: |
|
|
|
|
|
Subscription and support |
11,471,144 |
|
10,901,699 |
|
32,813,759 |
|
28,306,474 |
|
|
Professional services and other |
10,656,842 |
|
3,009,078 |
|
16,229,651 |
|
6,890,992 |
|
|
|
22,127,986 |
|
13,910,777 |
|
49,043,410 |
|
35,197,466 |
|
|
|
|
|
|
|
Gross profit |
17,015,891 |
|
19,261,382 |
|
61,430,527 |
|
57,238,441 |
|
|
|
|
|
|
|
Expenses: |
|
|
|
|
|
Sales and marketing |
31,285,484 |
|
7,537,595 |
|
52,479,274 |
|
22,380,325 |
|
|
Research and development |
17,826,481 |
|
7,534,606 |
|
35,720,869 |
|
22,220,285 |
|
|
General and administrative |
35,141,364 |
|
3,054,930 |
|
44,075,555 |
|
8,312,041 |
|
|
|
84,253,329 |
|
18,127,131 |
|
132,275,698 |
|
52,912,651 |
|
|
|
|
|
|
|
Income (loss) from operations |
(67,237,438 |
) |
1,134,251 |
|
(70,845,171 |
) |
4,325,790 |
|
|
|
|
|
|
|
Interest and other income (expense): |
|
|
|
|
|
Interest expense |
(58,729 |
) |
(55,652 |
) |
(234,572 |
) |
(175,167 |
) |
|
Interest income |
120,860 |
|
14,947 |
|
142,966 |
|
74,349 |
|
|
Gain (loss) on redeemable convertible preferred shares |
25,896,597 |
|
(28,661,178 |
) |
(22,028,112 |
) |
(35,061,178 |
) |
|
Foreign exchange gain (loss) |
(207,129 |
) |
(650,184 |
) |
(447,901 |
) |
633,755 |
|
|
|
25,751,599 |
|
(29,352,067 |
) |
(22,567,619 |
) |
(34,528,241 |
) |
|
|
|
|
|
|
Loss before income taxes |
(41,485,839 |
) |
(28,217,816 |
) |
(93,412,790 |
) |
(30,202,451 |
) |
|
|
|
|
|
|
Income taxes (recovery): |
|
|
|
|
|
Current |
7,112 |
|
182,378 |
|
123,434 |
|
256,480 |
|
|
Deferred |
50,950 |
|
(319,488 |
) |
257,013 |
|
(129,942 |
) |
|
|
58,062 |
|
(137,110 |
) |
380,447 |
|
126,538 |
|
|
|
|
|
|
|
Loss for the period |
(41,543,901 |
) |
(28,080,706 |
) |
(93,793,237 |
) |
(30,328,989 |
) |
|
|
|
|
|
|
Other comprehensive income (loss): |
|
|
|
|
|
Foreign currency translation income (loss) |
(68,413 |
) |
1,036,369 |
|
1,108,557 |
|
(148,900 |
) |
Comprehensive loss |
(41,612,314 |
) |
(27,044,337 |
) |
(92,684,680 |
) |
(30,477,889 |
) |
|
|
|
|
|
|
Loss per share – basic |
(1.48 |
) |
(1.06 |
) |
(3.37 |
) |
(1.15 |
) |
Loss per share – diluted |
(1.48 |
) |
(1.06 |
) |
(3.37 |
) |
(1.15 |
) |
|
|
|
|
|
Weighted average number of common shares – basic |
27,997,960 |
|
26,467,265 |
|
27,794,246 |
|
26,467,217 |
|
Weighted average number of common shares – diluted |
27,997,960 |
|
26,467,265 |
|
27,794,246 |
|
26,467,217 |
|
|
|
|
|
|
|
|
|
|
D2L Inc. Condensed Consolidated
Interim Statements of Shareholders' Deficiency (In U.S.
dollars)
For the nine months ended October 31, 2021 and
2020 (Unaudited)
|
Class ACommon Shares |
Class OCommon Shares |
Additionalpaid-incapital |
|
Accumulatedothercomprehensiveloss |
|
Deficit |
|
Total |
|
|
Shares |
|
Amount |
|
Shares |
|
Amount |
|
|
|
|
|
Balance, January 31, 2021 |
26,447,059 |
|
$ |
1 |
|
21,709 |
|
$ |
217,632 |
|
$ |
45,285,371 |
|
$ |
(4,190,459 |
) |
$ |
(228,601,100 |
) |
$ |
(187,288,555 |
) |
Issuance of Class O common shares on exercise of options |
– |
|
– |
|
1,543,462 |
|
17,932,504 |
|
(6,502,427 |
) |
– |
|
– |
|
11,430,077 |
|
Stock-based compensation |
– |
|
– |
|
– |
|
– |
|
67,159,910 |
|
– |
|
– |
|
67,159,910 |
|
Other comprehensive loss |
– |
|
– |
|
– |
|
– |
|
– |
|
1,108,557 |
|
– |
|
1,108,557 |
|
Loss for the period |
– |
|
– |
|
– |
|
– |
|
– |
|
– |
|
(93,793,237 |
) |
(93,793,237 |
) |
Balance, October 31, 2021 |
26,447,059 |
|
$ |
1 |
|
1,565,171 |
|
$ |
18,150,136 |
|
$ |
105,942,854 |
|
$ |
(3,081,902 |
) |
$ |
(322,394,337 |
) |
$ |
(201,383,248 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance, January 31, 2020 |
26,447,059 |
|
$ |
1 |
|
20,134 |
|
$ |
204,586 |
|
$ |
44,534,317 |
|
$ |
(3,976,580 |
) |
$ |
(187,105,218 |
) |
$ |
(146,342,894 |
) |
Stock-based compensation |
– |
|
– |
|
– |
|
– |
|
425,156 |
|
– |
|
– |
|
425,156 |
|
Other comprehensive income |
– |
|
– |
|
– |
|
– |
|
– |
|
(148,900 |
) |
– |
|
(148,900 |
) |
Loss for the period |
– |
|
– |
|
– |
|
– |
|
– |
|
– |
|
(30,328,989 |
) |
(30,328,989 |
) |
Balance, October 31, 2020 |
26,447,059 |
|
$ |
1 |
|
20,134 |
|
$ |
204,586 |
|
$ |
44,959,473 |
|
$ |
(4,125,480 |
) |
$ |
(217,434,207 |
) |
$ |
(176,395,627 |
) |
D2L Inc. Condensed Consolidated
Interim Statements of Cash Flows (In U.S. dollars)
For the nine months ended October 31, 2021 and
2020 (Unaudited)
|
|
|
2021 |
|
2020 |
|
Operating activities: |
|
|
|
Loss for the period |
(93,793,237 |
) |
(30,328,989 |
) |
|
Items not involving cash: |
|
|
|
|
Depreciation of property and equipment |
1,074,877 |
|
918,230 |
|
|
|
Depreciation of right-of-use assets |
1,168,675 |
|
1,358,322 |
|
|
|
Amortization of intangible assets |
218,269 |
|
13,122 |
|
|
|
Interest on lease liabilities |
160,163 |
|
174,562 |
|
|
|
Interest on Shareholder Loan |
(105,851 |
) |
– |
|
|
|
Fair value loss on redeemable convertible preferred
shares |
22,028,112 |
|
35,061,178 |
|
|
|
Deferred income tax expense (recovery) |
257,013 |
|
(129,942 |
) |
|
|
Stock-based compensation |
67,159,910 |
|
425,156 |
|
|
Changes in operating assets and liabilities: |
|
|
|
|
Trade and other receivables |
(13,521,310 |
) |
(4,703,001 |
) |
|
|
Uninvoiced revenue |
1,447,632 |
|
(549,864 |
) |
|
|
Prepaid expenses |
(2,118,343 |
) |
(1,428,727 |
) |
|
|
Deferred commissions |
(699,259 |
) |
(2,186,137 |
) |
|
|
Accounts payable and accrued liabilities |
491,557 |
|
4,127,719 |
|
|
|
Deferred revenue |
20,316,131 |
|
15,442,844 |
|
|
|
Lease assets and liabilities |
(6,880 |
) |
(43,484 |
) |
|
Cash flows from operating activities |
4,077,459 |
|
18,150,989 |
|
|
|
|
|
|
Financing activities: |
|
|
|
Payment of lease liabilities |
(1,781,057 |
) |
(1,756,980 |
) |
|
Proceeds from issuance of common shares |
11,430,077 |
|
– |
|
|
Borrowings on credit facility |
7,000,003 |
|
– |
|
|
Repayments to credit facility |
(7,000,003 |
) |
– |
|
|
Cash flows from (used in) financing activities |
9,649,020 |
|
(1,756,980 |
) |
|
|
|
|
|
Investing activities: |
|
|
|
Purchase of property and equipment |
(699,897 |
) |
(1,414,811 |
) |
|
Issuance of shareholder loan |
(16,498,329 |
) |
– |
|
|
Repayment of shareholder loan |
242,191 |
|
– |
|
|
Acquisition of business from related party |
(645,844 |
) |
– |
|
|
Cash flows used in investing activities |
(17,601,879 |
) |
(1,414,811 |
) |
|
|
|
|
|
Effect of exchange rate changes on cash, cash equivalents and
restricted cash |
1,427,359 |
|
203,177 |
|
Increase (decrease) in cash, cash equivalents and restricted
cash |
(2,448,041 |
) |
15,182,375 |
|
Cash, cash equivalents and restricted cash, beginning of
period |
45,303,944 |
|
31,468,089 |
|
Cash, cash equivalents and restricted cash, end of period |
42,855,903 |
|
46,650,464 |
|
|
|
|
Supplemental disclosure of cash flows: |
|
|
|
Interest paid |
16,303 |
|
– |
|
|
Income taxes paid |
393,484 |
|
339,761 |
|
|
|
|
|
|
|
Non-IFRS Financial Measures and Reconciliation of
Non-IFRS Financial Measures
The information presented in this press release
refers to certain non-IFRS financial measures including Adjusted
EBITDA, Adjusted EBITDA Margin, Adjusted Gross Profit, Adjusted
Gross Margin, and Free Cash Flow, as well as key performance
indicators used by management, such as Annual Recurring Revenue and
Net Revenue Retention Rate. These measures are not recognized
measures under International Financial Reporting Standards (“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 companies. 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 and key performance indicators in the evaluation
of issuers. The Company’s management also uses non-IFRS financial
measures and key performance indicators in order to facilitate
operating performance comparisons from period to period, to prepare
annual operating budgets and forecasts, and assess our ability to
meet our capital expenditures and working capital requirements.
Key Performance
IndicatorsManagement uses a number of metrics, including
the key performance indicators identified below, to help us
evaluate the business, measure performance, identify trends
affecting the business, formulate business plans and make strategic
decisions. D2L’s key performance indicators are not measures
calculated in accordance with IFRS and may be calculated in a
manner different than similar key performance indicators used by
other companies. Since some of these metrics do not have comparable
IFRS measures, the Company is unable to provide quantitative
reconciliations of these measures to IFRS measures. 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: D2L defines 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. D2L’s calculation of Annual
Recurring Revenue assumes that customers will renew their
contractual commitments as those commitments come up for renewal.
The Company believes Annual Recurring Revenue provides a
reasonable, real-time measure of performance in a
subscription-based environment and provides visibility for
potential growth to cash flows. The Company believes that an
increasing Annual Recurring Revenue indicates the continued
strength in the expansion of the business, and will continue to be
a focus on a go-forward basis. Annual recurring revenue as at
October 31, 2021 was $149.6 million ($129.5 million as at January
31, 2021).
- Net Revenue
Retention Rate: D2L defines Net Revenue Retention Rate for a fiscal
year by considering all customers at the beginning of a fiscal
year, and dividing its annual subscription revenue attributable to
this group of customers at the end of the fiscal year, by the
annual subscription revenue attributable to this group of customers
in the prior fiscal year. By implication, this ratio, expressed as
a percentage, excludes any sales from new customers acquired during
the fiscal year, but does include incremental sales added to the
existing base of customers during the fiscal year being measured.
The Company believes that measuring the ability to retain and
expand revenue generated from the existing customer base is a key
indicator of the long-term value D2L provides to its customers. Net
Revenue Retention Rate for the fiscal year ended January 31, 2021
was 107% (103% for the fiscal year ended January 31, 2020).
Adjusted EBITDAAdjusted EBITDA
is defined as net income (loss), excluding interest, taxes,
depreciation and amortization (or EBITDA), as adjusted for changes
in the fair value of redeemable preferred shares, stock-based
compensation, foreign exchange gains and losses, and
transaction-related expenses.
The following table reconciles Adjusted EBITDA
to net income (loss), 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 |
|
2021 |
|
2020 |
|
|
2021 |
|
2020 |
|
Loss for
the period |
(41,543 |
) |
(28,081 |
) |
|
(93,793 |
) |
(30,329 |
) |
Loss (gain) on
redeemable convertible preferred shares |
(25,897 |
) |
28,661 |
|
|
22,028 |
|
35,061 |
|
Stock-based
compensation(1) |
66,364 |
|
204 |
|
|
67,160 |
|
425 |
|
Foreign exchange
loss (gain) |
207 |
|
650 |
|
|
448 |
|
(634 |
) |
Transaction-related costs(2) |
(449 |
) |
- |
|
|
1,854 |
|
- |
|
Interest income
net of interest expense |
(62 |
) |
41 |
|
|
92 |
|
101 |
|
Income tax
expense |
58 |
|
(137 |
) |
|
380 |
|
127 |
|
Depreciation and
amortization |
1,031 |
|
764 |
|
|
2,462 |
|
2,290 |
|
Adjusted
EBITDA |
(291 |
) |
2,102 |
|
|
631 |
|
7,041 |
|
Adjusted
EBITDA Margin |
-0.7 |
% |
6.3 |
% |
|
0.6 |
% |
7.6 |
% |
________________________ |
|
|
|
|
(1) In the three and nine month
periods ended October 31, 2021, these expenses were impacted by
non-cash stock-based compensation (as discussed in Note 9 of the
condensed consolidated interim financial statements) which affects
the year-over-year comparisons.(2) These expenses
include professional, legal, consulting and accounting fees
incurred in connection with the Company’s Offering, which closed on
November 3, 2021 and related other activities, and are considered
non-recurring and not indicative of continuing operations.
Adjusted Gross Profit and Adjusted Gross
Margin
Adjusted Gross Profit is defined as gross profit
excluding related stock-based compensation expenses. Adjusted Gross
Margin is calculated as Adjusted Gross Profit expressed as a
percentage of total revenue.
The following table reconciles Adjusted Gross
Margin to gross profit expressed as a percentage of revenue, for
the periods indicated:
|
Three months ended October
31 |
|
Nine months ended October 31 |
(in thousands of U.S. dollars, except for
percentages) |
2021 |
|
2020 |
|
|
2021 |
|
2020 |
|
Gross profit for the
period |
17,016 |
|
19,261 |
|
|
61,431 |
|
57,239 |
|
Stock based compensation |
8,109 |
|
17 |
|
|
8,171 |
|
55 |
|
Adjusted Gross
Profit |
25,125 |
|
19,278 |
|
|
69,602 |
|
57,294 |
|
Adjusted Gross
Margin |
64.2 |
% |
58.1 |
% |
|
63.0 |
% |
62.0 |
% |
|
|
|
|
|
|
|
|
|
|
Free Cash Flow and Free Cash Flow
Margins
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.
The following table reconciles cash flow from
operating activities to Free Cash Flow, and discloses Free Cash
Flow Margin, for the periods indicated:
|
Three months endedOctober 31 |
|
Nine months ended October 31 |
(in thousands of U.S. dollars, except for
percentages) |
2021 |
|
2020 |
|
|
2021 |
|
2020 |
|
Cash flow from operating
activities |
3,526 |
|
10,120 |
|
|
4,077 |
|
18,151 |
|
Purchase of property and
equipment, net of proceeds on disposal |
(326 |
) |
(651 |
) |
|
(700 |
) |
(1,415 |
) |
Free Cash
Flow |
3,200 |
|
9,469 |
|
|
3,377 |
|
16,736 |
|
Free Cash Flow
Margin |
8.2 |
% |
28.5 |
% |
|
3.1 |
% |
18.1 |
% |
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