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Edited Transcript of FC earnings conference call or presentation 2-Apr-20 9:00pm GMT

·70 mins read

Q2 2020 Franklin Covey Co Earnings Call SALT LAKE CITY Jun 2, 2020 (Thomson StreetEvents) -- Edited Transcript of Franklin Covey Co earnings conference call or presentation Thursday, April 2, 2020 at 9:00:00pm GMT TEXT version of Transcript ================================================================================ Corporate Participants ================================================================================ * Derek Hatch Franklin Covey Co. - Corporate Controller of Central Services - Finance * Paul S. Walker Franklin Covey Co. - President & COO * Robert A. Whitman Franklin Covey Co. - Chairman & CEO * Sean Frontz Franklin Covey Co. - Senior Delivery Consultant * Stephen D. Young Franklin Covey Co. - CFO & Corporate Secretary ================================================================================ Conference Call Participants ================================================================================ * Andrew Owen Nicholas William Blair & Company L.L.C., Research Division - Analyst * Huang Howe Barrington Research Associates, Inc., Research Division - Senior Investment Analyst & Research Analyst * Jeffrey Michael Martin Roth Capital Partners, LLC, Research Division - Director of Research & Senior Research Analyst * Marco Andres Rodriguez Stonegate Capital Markets, Inc., Research Division - Director of Research & Senior Research Analyst * Samir Patel Askeladden Capital Management LLC - Founder & Portfolio Manager * Zachary Cummins B. Riley FBR, Inc., Research Division - Analyst ================================================================================ Presentation -------------------------------------------------------------------------------- Operator [1] -------------------------------------------------------------------------------- Welcome to the Q2 2020 Franklin Covey Earnings Conference Call. My name is Adrienne, and I'll be your operator for today's call. (Operator Instructions) Please note, this conference is being recorded. I will now turn the call over to Derek Hatch. Derek Hatch, you may begin. -------------------------------------------------------------------------------- Derek Hatch, Franklin Covey Co. - Corporate Controller of Central Services - Finance [2] -------------------------------------------------------------------------------- Thank you. On behalf of Franklin Covey, we'd like to welcome you to our conference call to discuss our second quarter fiscal 2020 financial results and hope that you are all staying safe and are well at this time. Before we begin, we'd like to remind everybody that this presentation contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements are based upon management's current expectations and are subject to various risks and uncertainties, including, but not limited to, the ability of the company to stabilize and grow revenues, the acceptance of and renewal rates of the All Access Pass, the ability of the company to hire productive sales professionals, general economic conditions, competition in the company's targeted marketplace, market acceptance of new products or services and marketing strategies, changes in the company's market share, changes in the size of the overall market for the company's products, changes in the training and spending policies of the company's clients and other factors identified and discussed in the company's most recent annual report on Form 10-K and other periodic reports filed with the Securities and Exchange Commission, including the forthcoming 10-Q for the second quarter of fiscal 2020, which is expected to be filed next week. Many of these conditions are beyond our control or influence, any one of which may cause future results to differ materially from the company's current expectations, and there can be no assurance the company's actual future performance will meet management's expectations. These forward-looking statements are based on management's current expectations, and we undertake no obligation to update or revise these forward-looking statements to reflect events or circumstances after the date of today's presentation except as required by law. With that out of the way, we'd like to turn the time over to Mr. Bob Whitman, our Chairman and Chief Executive Officer. Bob? -------------------------------------------------------------------------------- Robert A. Whitman, Franklin Covey Co. - Chairman & CEO [3] -------------------------------------------------------------------------------- Thanks, Derek. Good afternoon, everyone. We appreciate you joining us today. In these challenging times, we've been doing a lot lately to help our clients and even nonclients respond to the new changes and challenges they face. For example, as you can see on Slide 3, nearly a month ago, we created a special set of digital materials for our All Access passholder organizations entitled Leading Through Uncertainty that leaders in an organization with a guide -- that provides those leaders in organizations with a guide for utilizing various of the All Access Pass resources to help them lead through change or to build the skills of proactivity and resiliency throughout the organization, lead in a remote environment, et cetera. These resources are providing clients with the ability to engage their workforces, provide team building and development opportunities for the remote workers and utilize digital assets and training as well as the option of -- of having even higher engagement by having Franklin Covey training consultants facilitate these sessions live online, a capability in which we have invested for more than a decade. Similarly, in the Education Division, as you can see on Slide 4, we curated a special collection of family educational resources and provided them to all of our Education clients. In addition, given that so many families are now in a homeschooling situation, we've also provided these resources to all All Access passholders' organizations and made them free of charge to the general public on our website leaderinme.org. These robust resources include hundreds of videos, articles and tools from families to be used with their children at home, including animated videos, which are very popular, to teach life skills; coloring pages, in-home activities for families; award-winning videos made by students; student speaking contests; and our Leader in Me Weekly newsletter, which features relevant tools and articles for schools and families in these challenging times. You might want to check out these resources yourself at a leaderinme.org. Also, our employees, many of whom have always worked remotely, are now all working remotely. We are pleased to report that, with only a few exceptions, they and their families are safe and healthy. I can't adequately express how much we appreciate the extraordinary lengths to which our employees are going to serve our clients always and now more than ever. We're glad to have the chance to talk with you today. In this uncertain environment, really, there are 4 things we'd like you to take away from today's discussion. You can see on Slide 5, first, that our results for the second quarter were very strong and even better than we expected. And as a result, we ended the third quarter with real strength operationally and financially and with significant liquidity. Our results for the second quarter, as you can see, reflected the compounding power of the same key factors that have driven our accelerated results over the past quarters and years. Second, we are grateful that we also entered this period not only strong strategically and -- not only financially and operationally but strategically with solutions in the business model that are really valued by our clients. While the coming months will undoubtedly contain a lot of uncertainty and challenges, this strength on all 3 fronts is allowing us to really provide services to our clients that they value. We have consistently invested in content, technology-based delivery, portals, microlearning, language availability with 21 languages and a wide variety of delivery modalities and in our subscription business model. And as a result, we are in a unique position to be able to serve our clients in whatever circumstance they find themselves in today. And whenever this period ends, we expect to come out of it having increased our strategic importance to our clients. Third, we expect that the same 3 factors that have driven our accelerated growth and adjusted EBITDA and cash flow over the past many quarters will continue to do so as we come out of this downturn. We expect -- we don't know when that exactly will be, obviously, but we expect that these 3 factors, namely our strong subscription offerings, the fact that we have very high lifetime customer value and retention and the high flow-through of incremental-to-incremental EBITDA and cash flow, which our business model has driven, will continue to drive very high rates of growth in adjusted EBITDA and cash flow again in the future once we get past this period. And then fourth, we really are grateful to be in a position to provide our clients with the kinds of solutions, modalities and assistance they need during these times. And as a result, we expect to exit this period with an even deeper, more enduring relationship with our clients. So I'd like to just briefly address each of these. I think they are all relevant to the current situation even going over the financial results here is because it shows the patterns which we expect will -- both made us strong going into this period as well as will make us strong coming out. As noted in Slide 6, our results for the second quarter were very strong. And as I mentioned, as a result, we ended the third quarter with strength operationally, financially and with significant liquidity. Our strong second quarter performance reflected the strength of the same key factors that have driven our accelerated results over the past quarters and years, namely: strong high single-digit revenue growth; second, accelerated growth in subscription sales; third, increasing gross margins; and fourth, declining operating SG&A as a percentage of sales. This has resulted in a high flow-through of incremental revenue to increases in adjusted EBITDA and cash flow. As you know from reading our earnings release and as shown on Slide 7, we had very strong second quarter results on all 4 of those key metrics despite the fact that our operations in China and Japan were closed or restricted for a portion of the quarter. You can see revenue grew $3.4 million or 6.7% in the second quarter, grew -- this also grew $8.2 million or 7.8% year-to-date and $14 million or 6.4% for the latest 12 months, not shown on this. Adjusted EBITDA increased $3.1 million. That's obviously a big percentage, 321%, in the second quarter, and increased $4.9 million or 118% year-to-date and $9.4 million or 58.6% for the latest 12 months. The flow-through continued to be high. Incremental revenue to incremental adjusted EBITDA, 91% flowed through for the second quarter, 60% year-to-date and 67% for the latest 12 months. So that trend has continued. And our cash flow from operating activities continue to be strong through the second quarter, increasing again 30% or $4 million to $17.4 million. And as strong as these reported metrics were, excluding China and Japan, which, as I noted, were closed down for some -- or most of the quarter, the company's performance was even stronger. As you can see on the right-hand side, excluding the offices in China and Japan, revenue grew $4.9 million or 11.2% in the second quarter, $9 million or 9.9% year-to-date and $14.7 million or 7.6% for the latest 12 months. And also, adjusted EBITDA grew $4 million in the second quarter and would have grown 5.7% year-to-date and 10.8%. So just stepping back from it, it was a very strong quarter. It showed resiliency in the face of some challenges in Asia, and we are really happy with it and pleased to enter this new period with those kind of -- with that kind of strength. Really, I'd like to briefly touch on a couple of metrics. First, as is shown on Slide 6, we had really strong revenue growth on all metrics. Our revenue as reported grew $3.4 million or 6.7% in the second quarter, 7.8% year-to-date and 6.4% for the latest 12 months. Our total subscription and related revenue grew 24% or $6.1 million in the second quarter to $31.4 million, grew 21% or $11 million year-to-date and 22% or $24 million latest 12 months to -- for a total of $133.7 million. All Access Pass and related revenue grew 28% or $5.1 million in the second quarter to $23.4 million. It's grown 25% year-to-date and 27% or $19.6 million for the latest 12 months. Our total invoiced revenue, some of which, of course, goes on the balance sheet, grew 9.2% or $4.5 million in the second quarter to $53 million. This was led by the U.S. and Canada whose invoiced revenue grew 15.1% or $3.7 million. So the U.S. and Canada has been getting stronger and stronger driven by All Access Pass and grew 15% or $3.7 million during the quarter. Year-to-date, invoiced revenue has grown 8.8% or $8.3 million; and latest 12 months, 7.3% or $16.4 million to $242 million. Our balance of the billed and unbilled deferred subscription revenue grew a very strong $18.2 million or 28% in the second quarter to $82.7 million compared to a balance of $64.5 million at the end of last year's second quarter. And finally, in addition, our total value of contracts signed in the second quarter grew 9.7% or $4.8 million to $53.8 million and has grown 13% to $107 million for the latest 12 months. And the buildup of that contracted revenue is very helpful to us as we move into this period. So we felt very good about our revenue growth for the quarter. As we noted, we had very high flow-through of incremental revenue to incremental adjusted EBITDA. As you can see on Slide 9, 91% or $3.1 million of our increase in revenue in the second quarter flowed through to increases in adjusted EBITDA. This resulted in adjusted EBITDA increasing to $4.1 million from $1 million in the second quarter of fiscal '19. And excluding our offices in China and Japan, adjusted EBITDA actually grew faster. It grew $4 million during the second quarter. Year-to-date, adjusted EBITDA has increased $4.9 million or 118%. The flow-through has been 60%. And in the latest 12 months, adjusted EBITDA increased $9.4 million or 59% to $25.5 million despite a more than $1 million negative impact from Japan and China in the second quarter, and that's up $16 million for the 12-month -- for the same 12-month period last year, showing a 67% flow-through. This flow-through, obviously, is very high. And again, it reflects the 4 factors: obviously, the high single-digit revenue growth, which has been increased but with the exception of China and Japan increasing; our increasing gross margin percentage where our gross margin percentage increased 171 basis points in the second quarter, 257 basis points year-to-date and 130 basis points for the latest 12 months; third, the fact that operating SG&A as a percentage of sales has declined, during the second quarter, it declined to 64.4% of revenue, which is a 392 basis point improvement compared to 68.3% in last year's second quarter; and as you can see in the appendix on Slides 23 and 28, we also achieved strong revenue growth and very high EBITDA growth in the Enterprise division in the second quarter and had strong growth in the Education division. So we were really pleased with the strength of the second quarter and year-to-date performance. We were pleased that, for the latest 12 months, adjusted EBITDA had reached $25.5 million with the third and fourth quarters to go, and of course, we're pleased with the momentum. As we said, we ended the third quarter as a consequence with a robust third quarter pipeline, almost $25 million of cash on the balance sheet and all $15 million available under our revolving credit line. Importantly, once this current period of uncertainty is over, whenever that is, we expect that these same factors that have driven our past performance will drive accelerated growth in adjusted EBITDA and cash flow again in the future. So that's just a quick review of our results. Going onto Slide 10, we want to talk about the current environment. So we're pleased that not only did we enter the third quarter with strong momentum and strong financially, but really, as important, is we entered the period strong strategically, meaning our relationships with our customers, the value they place in our solutions. And as you all know, for more than a decade, really, we have invested in creating digital courses and content, content that can be delivered live online, blended impact journeys. Five years ago, we added microlearning, and much of our innovation's budget in the last few years has been around on-demand and blended delivery offerings, portals and other things. As a consequence, we expect that we will not only retain a very high percentage of our clients during this time but also increase our value to them as they try the new methods of delivery they might not otherwise have tried. And we expect to exit this period, really, with even deeper, stronger and more pervasive client engagements and relationships. As to the current situation, obviously, it's a difficult one, just generally. All of you are living in it and hopefully are getting through it. We're all living in it, and so are all of our clients. In our experience, during times of significant uncertainty, of course, it's natural for there to be a period of time in which, for both individuals and organizations, focused energy and bandwidth is directed to getting their bearings and adapting just to the immediate circumstances. During such times, normal business and decision-making processes are often interrupted, and the past few weeks has been -- has seen exactly this. For the first time also, of course, organizations must also adapt to having the vast majority of their employees working remotely. In the context of this environment, I'd like to address the areas of greater and lesser uncertainty for Franklin Covey. I'll first start with the areas in which we have a lot of confidence. The areas which historically have been very predictable, and which we expect to continue to be predictable, include the following: First, our deferred revenue, as shown on Slide 11. We had $47.9 million of billed deferred revenue on the books at the end of the second quarter. Substantially, all of this highly profitable revenue will be recognized over the next 4 quarters. Second, our unbilled deferred revenue, as you can also see in Slide 11. In addition to the deferred revenue, we also had $34.8 million of unbilled deferred revenue in the second quarter, primarily related to multiyear All Access Pass contracts. All of this revenue is under contract, and the vast majority of this unbilled deferred revenue will be invoiced over the next 6 quarters. So we don't see a risk to that. Third, our All Access Pass subscription renewals, as illustrated in Slide 12. Historically, our annual revenue retention of All Access Pass subscription revenue has been very high, exceeding 90% in each of the last 9 quarters. As we will address in a minute, we believe that most of our clients intend to renew their passes still. Fourth, All Access Pass add-on services revenue. All Access Pass-related services totals about $33 million a year spread throughout the year. And historically, these services on a same-store basis have also repeated year-over-year at a high rate of more than 90%. And fifth, Leader in Me memberships. Historically, between 87% and 91% of the more than 2,700 Leader in Me schools in the U.S. and Canada have renewed their subscription membership in a given year. Now as to the areas of uncertainty. The areas of greater uncertainty for us over this period are not, therefore, about the strength of our solutions or about our client impact or about clients' commitment, fundamental commitment, or about the strength of our business model. Rather, the uncertainty primarily relates to 3 things. First, to the potential impact which delays in decision-making caused by current circumstances could impact the timing of renewals and new sales from the companies, and particularly, in the Education Division, where both the annual membership renewal of the majority of Leader in Me schools and the addition of new Leader in Me schools normally takes place between May and August. We'll address this more. Second impact -- so the first is just the delayed decision-making, people not able -- they don't have their normal processes. The school district isn't getting together. If they are, they are doing it by video conferences, et cetera. And it just has changed the decision-making. Second concern is the potential impact which the fact that people working home could have on planned training and coaching engagement which organizations have typically scheduled to take place on-site at their offices. Even though they've been available live online or digitally, it now means that people's sequestration means that these training engagements now need to be done live online or digitally, both of which are available and very capably delivered through All Access Pass and Leader in Me, or they need to be rescheduled. Many of these have already been rescheduled or are in the process of being rescheduled live online. We believe that people do not intend to cancel. A very small minority are really going to be canceled. And even those who want to continue to have on-site days are rebooking them, postponing it with the hope that, that will be done later on this summer. However, the shift in the timing of delivery will cause revenue to move from 1 quarter into another and create revenue gaps and uncertainty. And then the third major area of concern is as to the time required to ramp up our recently reopened offices in China and Japan, following their operations having been closed or restricted for a portion of the second quarter. They are back in operation. The teams are generally back in the office making calls. They are going to need to rebuild their pipelines. So the impact of these factors is not expected to be long-lasting. However, it does create gaps. And the uncertainty as to their timing and magnitude makes it difficult to provide accurate quarterly guidance or to update our annual guidance today. Nothing would please us more than to be able to tell you, as we have done each quarter, that our guidance for the next quarter is x, and for the year, it's y, and then go back and hope to exceed those numbers. However, in this environment and with Education's biggest quarters coming up, really up -- coming up at the end of the third quarter in May and in our fourth quarter, we can't be confident in our guidance, so we're not providing any at this time. We expect that in 60 to 90 days when we report on our third quarter performance, we should be in a much better position to provide more guidance, and we look forward to doing that at that time. Now moving forward, I'd like to ask Paul Walker to talk about some recent -- what's happening with our clients in this environment in both divisions. Paul? -------------------------------------------------------------------------------- Paul S. Walker, Franklin Covey Co. - President & COO [4] -------------------------------------------------------------------------------- Thanks, Bob, and good afternoon to everyone on the call. It's good to be with you today. Despite the current uncertainty, we are pleased that in the Enterprise Division, many organizations have now begun to get their bearings and move forward. And for these organizations, our focus is now shifting to critical priorities which you might expect, like sharpening their organization's focus on execution, building the capabilities of their sales forces, establishing or increasing trust with their stakeholders. Each of these areas and others are areas where we're really -- we have expertise, and these solutions are found and available to our All Access passholders. And our strategic relevance and importance to our customers is being demonstrated and reinforced every day. In our discussions with a significant portion of our passholders over the past 30 days, they have continued to express how important and impactful our solutions are to them, particularly in this current business environment. And just to give you a glimpse into what we're seeing, while a few are requesting changes, for example, to the passholder populations upon renewal or flexibility in the timing of payments, almost all have reaffirmed their commitment to the All Access Pass. And because of the relevance of our solutions, new clients also purchasing new All Access Passes, even in the month of March during the middle of the storm, this current environment that we're in, to help address their organization's needs, and we're grateful to be in a position to be serving both existing and new and potential customers. If I may, I'd just like to give you just a little bit of color on what we're seeing in both the Enterprise and Education Divisions. And you can see on Slide 13 some examples of these. Earlier this week, a new client who is seeking to proactively work on strengthening their culture of trust and inclusion, and they want to do it right now and not delay because they believe that having a strong culture will be an even bigger asset to them during these times of uncertainty, and so they moved forward with a purchase of a 2-year term All Access Pass for approximately 4,000 people, which for us is a very nice-sized pass. One of our largest execution clients, here's a second example, called us last week to let us know that they needed the 4 Disciplines of Execution now more than ever and expressed that they're 100% committed to the 4 Disciplines process, hence, their ongoing subscription with us. Another, one of our large multiyear passholders, a major airline, is facing a great deal of uncertainty right now. And while they are not in a position to expand their pass, the fact that they're in the middle of a multiyear pass with us gives them tremendous capacity to utilize the All Access Pass and cut back on investments that they may have made with other providers, and we're currently engaged with them to transition live on-site training to live online training and are introducing a significant number of our digital offerings to their employees so that they can make a big push on leader and employee development while their associates have the increased time to focus on their development. Just a couple more here. Another seeking to expand our solutions to a large group of employees, and they are doing this because these employees are now working remotely, and so they are considering expanding their already significant pass with us to an additional population of about 800 people to meet the needs of this new remote working workforce. And then finally, the leader of our Sales Performance practice is receiving regular calls from senior sales leaders who want help as they try to stabilize revenue with existing customers and look for ways to grow sales in the current environment. As a result, for the month of March that just ended, our All Access Pass revenue, which is a combination of new passes plus renewals, actually grew over March of last year in the U.S. and Canada. If I may, just for a minute, similarly in Education -- in the Education Division, at a very difficult time for schools, and in a month with unprecedented disruption, including school closings, school scrambling to deliver lunches, providing packets of homework, teaching lessons digitally, et cetera, we all know what it's like in that environment. As Bob noted earlier, our Education Division has done a great job providing clients and nonclients with -- not in schools with free access to Leader in Me student and family resources. They also continued to stay close to these schools with new and existing schools to help them maintain and expand their commitment to their students. And as a result, even in a very difficult month, school -- we're seeing school commitment to the Leader in Me process continue. And just a couple of examples of that you can see on Slide 14. During the month of March, 248 Leader in Me schools renewed their subscriptions. 38 new schools entered into contracts to provide the Leader in Me to their students and faculty. Last week, a district entered into a contract that's designed to train 8,400 high school students in leadership skills and will all be delivered via the Zoom platform. Another large district called this week to schedule final conversations for onboarding their 20 schools in the Leader in Me this summer. And finally, another one of our client partners has 10 new school districts. We've put a lot of focus on districts, but 10 new school districts who are planning to start Leader in Me this year. And so while the coming months, we expect, will undoubtedly contain plenty of uncertainty and challenges, we're grateful that we entered this period, as Bob mentioned, not only strong financially but with a lot of momentum, best-in-class offerings and a business model that are really valued by our clients. And as a result, when this period does end, we expect to exit it having increased our strategic importance to our clients and hopefully have been a great help and a great partner to them throughout this entire time. So Bob, I'll turn it back to you. -------------------------------------------------------------------------------- Robert A. Whitman, Franklin Covey Co. - Chairman & CEO [5] -------------------------------------------------------------------------------- Thanks. And we'll just -- thanks very much, Paul. We'll just quickly hit a couple of other points and then open it for questions. Just metaphorically, I mean, for those who have been mountain climbers, you feel like you're making great progress up the mountain, then there's a massive snowstorm or an avalanche, and your strength isn't less, your capability as a climber isn't less, but you're in deep snow and your progress is less. But the fact that you can make progress at all through the deep snow is a testament to the strength, not an indictment of the lack of strength. And I think that's how we felt the last few weeks is that we're in deep snow right now, but we're moving forward. The examples that Paul has talked about in the Enterprise and Education Division actually suggest that in some areas, the snow is getting more firm. In others, it depends on individual clients. So their circumstance may mean that we're in deeper snow, but -- and that will continue for a while. We don't know when we'll be out of the deeper snow, but we are moving forward. Our clients are moving forward. And we expect that, as we go forward, as kind of identified in Slide 15, that the same 3 factors that have helped move us up the mountain so rapidly in the last few years will also be the things that allow us both to power through the deep snow and accelerate it as we get onto more firm footing. So while the timing and trajectory will likely be uncertain, the 3 ideas: the power of our subscription model, our high lifetime customer value and a business model that generates high flow-through will really be very powerful assets to have. You can just -- just touching one slide on each of those points: the power of our subscription business model on Slide 16, and you can see on Slide 17 that we have grown rapidly. Our total subscription-related revenue in the second quarter grew 24%, has grown 21% year-to-date and 22% and for the latest 12 months. All Access Pass portion of that has grown more rapidly at 28% in the quarter. A significant 34% of All Access Passes are now multiyear passes, up from 27% at the end of last year's second quarter. That's providing a lot of structural strength here. All Access Pass and related sales have grown from just $47 million at the end of -- for the latest 12 months ended -- in fiscal 2018, 2 years ago, second quarter, to $91 million for the latest 12 months of '20. And during this same period of time, our All Access Pass and related sales have increased from 32% of our total Enterprise Division sales to now 52%, and we expect that over the next 3 years or so, that will increase to around 75%. With this strong growth in All Access Pass and related sales and Leader in Me subscription sales has also come, as we've noted, a significant increase in the amount of our deferred revenue balances, billed and unbilled, which topped -- got to $82.7 million. That's up from just $18 million at the end of 2017 second quarter. The second driver of our growth -- so the first is the subscription model. The second is the high lifetime custom value. In the next slide, if I can read it, 18, annual revenue -- high relative average price, high -- good gross margin, services attachment rate has now increased to just over 50% and more than 90% annual revenue retention. And this has created a virtuous cycle, which is establishing what we believe is a high expected lifetime customer value that's, of course, being tested in these times. But as Paul said, having had discussions with the huge percentage of our total All Access passholders, they remain almost entirely committed. There will be some, of course, who aren't able to continue because of their circumstance, but we believe the retention rate will end up being very high. Some may ask to renew a month later or something, but I mean, generally, it's going to be extremely high. And so we feel good about that. And then the third driver, as we said, is just the high flow-through created by the high single-digit revenue growth, which adds around $20 million -- or more than a little over $20 million of revenue a year, has been adding; a strong increase in gross margins, which has increased our gross margins by several hundred basis points; and a declining operating SG&A as a percentage of sales, which has allowed that increased gross margin to flow through. Final point is that we really are grateful to be in a position to provide our clients with the kinds of solutions they need during these times. As a result, we really do expect that this period will be one that allows us to deepen and strengthen and create enduring, deeper, more pervasive ongoing clients for life-type relationships. I think it's also -- for our employees, who were extremely mission-oriented, this is a time when the value of what they do is brought to the fore. And they're -- I don't know, our reports from the field are they've never been more engaged. We've always had highly engaged employees, but they're with our clients daily by video conference or phone, making a difference. And to our shareholders, to you, our shareholders, we appreciate the trust and confidence you've extended to us, and we begin and end each day committed to ensuring that, that trust is well placed. With that, we'll now turn -- open this for questions and be delighted to take any questions. ================================================================================ Questions and Answers -------------------------------------------------------------------------------- Operator [1] -------------------------------------------------------------------------------- (Operator Instructions) And our first question comes from Alex Paris from Barrington Research. -------------------------------------------------------------------------------- Huang Howe, Barrington Research Associates, Inc., Research Division - Senior Investment Analyst & Research Analyst [2] -------------------------------------------------------------------------------- This is Chris Howe sitting in for Alex. I hope everyone is okay and healthy. -------------------------------------------------------------------------------- Robert A. Whitman, Franklin Covey Co. - Chairman & CEO [3] -------------------------------------------------------------------------------- Thank you. We hope you are as well. -------------------------------------------------------------------------------- Huang Howe, Barrington Research Associates, Inc., Research Division - Senior Investment Analyst & Research Analyst [4] -------------------------------------------------------------------------------- I guess just starting off with these 2 questions that I had top of mind, can you provide some more color on the typical sales cycle for All Access Pass and for Education? And how does that sales cycle currently look? And then my follow-up question to that is in relation to contracts of different lengths, whether they be multiyear or other contracts. Do these contracts renew automatically, these multiyear contracts? -------------------------------------------------------------------------------- Robert A. Whitman, Franklin Covey Co. - Chairman & CEO [5] -------------------------------------------------------------------------------- Okay. Great. Paul and Sean, do you want to address those questions? Paul, do you want to start? -------------------------------------------------------------------------------- Paul S. Walker, Franklin Covey Co. - President & COO [6] -------------------------------------------------------------------------------- Sure. Sure, I'll start. I'll start with the sales cycle and how contracts work in the Enterprise Division for All Access Pass. So the sales cycle, there are 2 different sales we make, right? One is the sale to a new logo, a new All Access Pass. And that sales cycle is -- can be varying lengths, but on average, it's 100 to 120 days or so on average. And as far as what we're seeing, I don't know exactly what that's going to look like in the coming couple of months. As I mentioned a minute ago, in March, we were happy to see All Access Pass sales continue to stay strong. The renewal is the other sale that we make, of course. When we go for renewal, and that sales cycle is -- from the day we set in the past, we're doing everything we can over the next year to set up that renewal. And so there's a whole process that we engage around with our clients, our passholder engagement process, we call it, that ensures we're doing all the steps necessary to ensure that, that pass does renew on time a year later. Hopefully, it expands and they add more seats, et cetera. In terms of any contract, multiyear or otherwise, clients do sign -- when the contract term is over, they do sign for another contract term. And so while there's language in the contract that says that it's going to renew, we keep that language in there because that makes the contracting process easier. But the clients do commit and re-up, so to speak. If we're in a multiyear agreement, then, of course, that discussion doesn't need to happen until the end of that multiyear agreement. So if a client signs for 3 years -- we gave the example a minute ago of the airline. They are in the middle of a 3-year deal. We're not talking about whether they will or won't renew because they still have -- we're 1.5 years away from that conversation because they're in the middle of that multiyear contract. -------------------------------------------------------------------------------- Huang Howe, Barrington Research Associates, Inc., Research Division - Senior Investment Analyst & Research Analyst [7] -------------------------------------------------------------------------------- That's great. So excellent color and... -------------------------------------------------------------------------------- Paul S. Walker, Franklin Covey Co. - President & COO [8] -------------------------------------------------------------------------------- Chris, was that helpful? Okay. -------------------------------------------------------------------------------- Huang Howe, Barrington Research Associates, Inc., Research Division - Senior Investment Analyst & Research Analyst [9] -------------------------------------------------------------------------------- Yes, very helpful. Yes. And as we look at these multiyear contracts, people within these contracts, and we take into consideration this uncertain environment and the difficulty in placing a time line against this environment, what portion -- or how should I think of this? What portion of multiyear contracts extend beyond this uncertain environment? In other words, which ones are up for renewal? Or what portion is up for renewal this calendar year? -------------------------------------------------------------------------------- Paul S. Walker, Franklin Covey Co. - President & COO [10] -------------------------------------------------------------------------------- So we're signing these contracts all the time. And so there, the exact portion that's up for renewal in the next -- did you say in the fiscal year or the calendar year? -------------------------------------------------------------------------------- Huang Howe, Barrington Research Associates, Inc., Research Division - Senior Investment Analyst & Research Analyst [11] -------------------------------------------------------------------------------- Calendar year. -------------------------------------------------------------------------------- Paul S. Walker, Franklin Covey Co. - President & COO [12] -------------------------------------------------------------------------------- In the next -- in the calendar year, Bob and Steve, I would say maybe 1/3. They stretch out over 1 to 2 to 3 years. -------------------------------------------------------------------------------- Robert A. Whitman, Franklin Covey Co. - Chairman & CEO [13] -------------------------------------------------------------------------------- Yes, several years. Yes, they're $36 million of revenue. And I think the actual contracts, as you say, extend out over several years, the renewal dates -- I mean not renewal but when they'll actually be invoiced, the majority will be invoiced over the next 18 months or so, but the contracts extend much longer. And that's important, I think, because what tends to happen -- no one knows what the pattern of this recovery will be. But if history serves, you look at things, absent sequestration, when do organizations resume spending and so forth and making decisions? And historically, after a couple of months, organizations are back making decisions. And so even in a great financial crisis, about 4 months later, the booking pace and everything was still -- was back to basically the normal booking pace, but you lost that 3- or 4-month period. Here, we have the advantage that the deferred revenue and the multiyear contracts bridge over that period, largely. Even single-year contracts, which we have a huge number of those, really don't all -- they come up -- the renewals come up pretty evenly throughout the year. And so we're not facing an extraordinary number of renewals. For example, in this quarter, our third quarter, we have around 13 million of passes up for renewal this quarter. Paul, I think we've got somewhere close to half of those done now. Is that true? -------------------------------------------------------------------------------- Paul S. Walker, Franklin Covey Co. - President & COO [14] -------------------------------------------------------------------------------- Yes, that's right. We're about 7 million of the 13 million. Yes. -------------------------------------------------------------------------------- Robert A. Whitman, Franklin Covey Co. - Chairman & CEO [15] -------------------------------------------------------------------------------- Yes, so it isn't a huge portion that's exposed to any particular period of time, which is helpful. -------------------------------------------------------------------------------- Sean Frontz, Franklin Covey Co. - Senior Delivery Consultant [16] -------------------------------------------------------------------------------- And would you like me to comment, Bob, on the Education side? -------------------------------------------------------------------------------- Robert A. Whitman, Franklin Covey Co. - Chairman & CEO [17] -------------------------------------------------------------------------------- Yes, please, Sean. -------------------------------------------------------------------------------- Sean Frontz, Franklin Covey Co. - Senior Delivery Consultant [18] -------------------------------------------------------------------------------- Sure. Chris, just to address your questions on the Education side. Sure. Yes. So the sales cycle in Education typically is a pretty long sales cycle, and it starts usually in the fall when schools start to investigate whether or not they're interested in our Leader in Me homeschool improvement system. And they typically will make decisions starting in January. Most schools will -- usually by May, they've kind of made up their minds if they're going to go or not. And between May and August, they're starting and implementing. And then because of that, the retention cycle is the same. As Bob mentioned, we have about 2,700 schools that we're trying to keep in the system and keep their subscriptions going. And our retention rate has been really high historically around -- last year, it was 88%. It's always been around that. And that also starts in May and runs through August. And so we're -- that's coming up, and we've had a lot of conversations with schools already, and indications are really good that people intend to stay with us. But that's basically how the renewal cycle works with us. With multiyear contracts -- go ahead, Bob. -------------------------------------------------------------------------------- Robert A. Whitman, Franklin Covey Co. - Chairman & CEO [19] -------------------------------------------------------------------------------- No, I'm just going to mention that you noted earlier -- or Paul noted earlier, that there were 225 schools even in March that did -- we normally wouldn't have a high percentage of schools in March, but about 225 or so did renew in the middle of the storm, recognizing they needed -- they were still committed and needed what we were doing in Education. So... -------------------------------------------------------------------------------- Sean Frontz, Franklin Covey Co. - Senior Delivery Consultant [20] -------------------------------------------------------------------------------- Yes. Which was a little slower than last year but not too far behind, which was encouraging to see. And some schools we found just aren't -- they just say, "Will you please call us back in 2 or 3 weeks when we have -- when we get our bearings a little bit more?" So that's kind of how the sales cycle works on the Education side, Chris. -------------------------------------------------------------------------------- Operator [21] -------------------------------------------------------------------------------- And your next question comes from Andrew Nicholas from William Blair. -------------------------------------------------------------------------------- Andrew Owen Nicholas, William Blair & Company L.L.C., Research Division - Analyst [22] -------------------------------------------------------------------------------- I realize the current environment makes any sort of outlook for the remainder of the year difficult, so I totally understand the hesitancy to provide updated guidance today, and it makes sense to me. I just -- I'm thinking that investors will typically point to 2009 for some sort of proxy on how the business could be -- behave in a more cyclical environment. And I think in '09, if you account for the sale of the Consumer Solutions Business, you were down roughly 15% or so on the top line. So I was just kind of wondering, with that as context, if you could talk a little bit about the differences in the business between then and now and in what ways you'd expect the business to be more or less resilient versus 2009. Obviously, All Access Pass was a key difference. But any color around that would be helpful. -------------------------------------------------------------------------------- Robert A. Whitman, Franklin Covey Co. - Chairman & CEO [23] -------------------------------------------------------------------------------- No, that's a great question. In 2009 period, on -- which, of course, started -- the Lehman bankruptcy started right in the start of our first quarter. And so that year, our revenue, you said, went from about $133 million the previous year, down to $124 million. So that's a little less than a total -- I guess the 8.5% decline, if that's what the math is exactly, but you're directionally correct. And almost all of that decline for us occurred in that first 4-month period when organizations were wondering -- we had part of that, which is the Christmas period anyway, when -- which tends not to have a lot of new sales but it bridges over that, but those 4 months included a period where people just weren't sure they were going to survive. And what happened was, at least back then, we didn't have All Access Pass, we didn't have contractual revenue, multi-year contracts or anything. But even then, people were committed to what they were doing. And most of the business, a lot of our business then was in terms of these on-site days, we didn't have live online or digital delivery or those kinds of things. But what people did is postpone them. And so it turned out that we lost very little of the business. But because it postponed a few months until they said, "Look, we'd like to schedule this in February." We'll reschedule it from October and November, we're going to see if we're around. If we are, we're still committed. And people did pick it back up. And so we really held our own really well, I mean, year-over-year from March through the second 6 months of that period. Interesting during that period is we actually -- the decline of 8% or so is a mix of 2 things. One, we actually grew our execution business, our sales performance and customer loyalty business that year in our Trust business, and that was offset by some declines in the more traditional, back then, time management training and things like that. So how are we different now? I think -- we don't know, of course, how the -- what the pattern will be this time. Every pattern is different, but we all wish we knew. But I think the things going into it, we have many -- much of our business on contracts, multiyear contracts that, obviously, bridge over that. If the period were 4 months, we'd have all of our multi-years that bridge that and a significant portion of just the 1-year contracts that bridge it. The services, rather than being one-off, are really tied to initiatives. We have a bigger percentage of our business today that is in things like execution and sales performance. So that's -- it's a place where people in these times, historically, at least, really doubled down and said, "That's what I need," and we're seeing that now with our head of our sales performance practice getting a number of unsolicited calls from sales leaders at major companies. And so I think those are some differences. We don't know what the pattern will be. But the idea of where we are now is, I think, a much more solid place, even though it turned out that last time wasn't horrible after those first few months. -------------------------------------------------------------------------------- Andrew Owen Nicholas, William Blair & Company L.L.C., Research Division - Analyst [24] -------------------------------------------------------------------------------- That's really helpful. And then just one more on the cost structure. I'm just -- could you give us kind of a high-level view of how much of your cost base today is fixed versus variable and then what type of opportunities you might have to pull back on spending if the economy remains challenged for a longer period of time? -------------------------------------------------------------------------------- Robert A. Whitman, Franklin Covey Co. - Chairman & CEO [25] -------------------------------------------------------------------------------- Yes. Thanks. Great. First of all, we have -- our cost structure by design flexes quite significantly. I mean if you first start with our sales force, our client partners, which are a major part of our total investment and cost structure, they are all on commission. So while they get a draw that's equal to between 50% and 70% of their target, there's a lot of flex that's just natural there. We hope that they won't have to flex. But I mean there's a natural flex in there, also with the delivery consultants who are paid on a per day basis. Also, many years ago, we decided to structure all of our major manager compensation and, of course, senior leader compensation so that a very significant portion of that is based on -- is all paid for performance. And so there's a natural flex in that just -- I mean if -- where there's like a 30% flex in the total cost structure just as a consequence of the way in which it's structured. At the executive team level, it's even more extreme where compared -- in the targeted compensation, the base salaries and so forth will represent, depending which individual. For me, roughly 27% or something is base salary. And so I think that part of it, we -- is helpful because it flexes on its own. Beyond that, the majority of our costs are related to people. We don't have a lot of -- and our central costs haven't increased for years. So we've had ongoing projects, have ones underway now unrelated to this time where we're trying to take out costs all the time. We've done that. You see our SG&A as a percentage of revenue having been declining for like 8 or 9 quarters, it doesn't -- it's not just because revenue has been increasing, but it's also because of cost initiatives. And we have -- those are ongoing, which we think can save millions more. And so I think we have, I think, a lot that can be done on the cost side. It's just natural given what we've done. And so we feel like that will be, hopefully, plenty to flex. If not, then obviously, we have historically been willing to do what was necessary, particularly starting with the executive team to do what's necessary if that became the issue. But is that responsive? -------------------------------------------------------------------------------- Andrew Owen Nicholas, William Blair & Company L.L.C., Research Division - Analyst [26] -------------------------------------------------------------------------------- Very. -------------------------------------------------------------------------------- Operator [27] -------------------------------------------------------------------------------- And the next question comes from Marco Rodriguez from Stonegate Capital. -------------------------------------------------------------------------------- Marco Andres Rodriguez, Stonegate Capital Markets, Inc., Research Division - Director of Research & Senior Research Analyst [28] -------------------------------------------------------------------------------- I was wondering, you spoke a little bit about the impact you guys saw in Asia, China and Japan. And I believe you gave some revenue figures there. Maybe you could give us a little bit more information, a little bit more color in regard to the cadence, kind of how you saw the revenue unfold as many parts started to go through a lockdown. And then if you can maybe also talk about what you're currently seeing in terms of the cadence of revenues and how that's kind of coming back to give us some sort of a framework to look at here. -------------------------------------------------------------------------------- Robert A. Whitman, Franklin Covey Co. - Chairman & CEO [29] -------------------------------------------------------------------------------- You bet. Paul, do you want to address it? -------------------------------------------------------------------------------- Paul S. Walker, Franklin Covey Co. - President & COO [30] -------------------------------------------------------------------------------- Sure. Sure. Marco, so China and Japan, were -- they were both impacted a little bit differently. So China, of course, they -- the country took dramatic action and did so quite early right at the time of the Chinese New Year, which was -- so they were impacted throughout the majority -- almost all of our second quarter. And for them, it was -- and culturally, even in an interesting and challenging thing, is people had to go work from home, which is an uncommon thing over there, not just in our company but generally in China. And so we saw a big falloff in revenue, I mean, nearly completely in China. Just staying on China for a minute, what we've seen as they've come back is we're pleased with how quickly clients have begun engaging in conversations again. Of course, in China now, they have -- the law is such that you can't have all of your workforce in the office at the same time. So we have people work from home a part of the day, come in the office for a part of the day and then flip with the other half of the office. But they're -- we're engaged with customers, they're engaged with us. A lot of selling activity started again. They are not quite yet to the point where they want to have necessarily training programs that are -- unless they are done virtually. But the conversations have ramped up quite quickly after what was a pretty dramatic shutdown there in that country. Japan was a little bit different. We had a -- we had activity that happened well into the quarter where it was kind of a normal selling quarter up until kind of the final month of the quarter in February. And of course, they locked down as well. But their lockdown was a bit different. And so we didn't see a complete falloff of revenue like we did in China, and we've been able to maintain revenue there. Conversations with clients have continued throughout the process, probably a bit more like the U.S. right now where there are still conversations going and then they're able to still drive business there. And they are kind of now also coming back out the other side a little bit in terms of clients expressing willingness to begin talking about getting things back on the books, et cetera. I don't know if that's... -------------------------------------------------------------------------------- Robert A. Whitman, Franklin Covey Co. - Chairman & CEO [31] -------------------------------------------------------------------------------- Marco -- sorry. Just I would note also that the pattern we expect to be a little different here only because China was not yet selling. They just started to sell the All Access Pass in the fall because we had to build a separate firewall behind -- a separate portal behind their firewall, the Chinese firewall. And Japan had just started. And so they don't have the same base of subscription revenue or in place impact journeys, contracted services. But nevertheless, the business activity is starting to show. You look at hotel occupancy rates and they're edging up. It's not fast. It's going from 18 to 22 to this week, I saw today it's like -- it was around 25. And so the business environment is starting to edge back up and even in absence of contractual revenue like we have in the U.S. -------------------------------------------------------------------------------- Marco Andres Rodriguez, Stonegate Capital Markets, Inc., Research Division - Director of Research & Senior Research Analyst [32] -------------------------------------------------------------------------------- Understood. Helpful. And then shifting gears a little bit here and following up on a prior question on the sales process or the sales cycle. Just trying to better understand here, in North America, the importance level of your client partners actually getting on a plane and going to meet their clients for the new logos or for the renewals. -------------------------------------------------------------------------------- Paul S. Walker, Franklin Covey Co. - President & COO [33] -------------------------------------------------------------------------------- Bob, I can address that, if you want. -------------------------------------------------------------------------------- Robert A. Whitman, Franklin Covey Co. - Chairman & CEO [34] -------------------------------------------------------------------------------- Go. Sure. -------------------------------------------------------------------------------- Paul S. Walker, Franklin Covey Co. - President & COO [35] -------------------------------------------------------------------------------- Yes. So our client partners, first, they are -- almost 100% of them are geographically proximate to the territories in which their clients reside. So they are scattered throughout the country, throughout North America, and most of them live within a -- well, they all live within an easy drive to their clients. Obviously, they are not driving to the clients right now to go see clients face-to-face. And so they're doing that via video conference. That's a pretty common thing for us, though. Our sales force spends -- even in the noncurrent pandemic environment, they spend their time meeting with clients either via platforms like Zoom or face-to-face. And so it's a pretty easy transition for them to do that via -- they all work from home anyway. And they're accustomed spending a lot of time with clients on the phone, on Zoom, et cetera. And so they're doing that. Interestingly, clients have -- in our space, they have a good deal of time to talk to us, too. So right now, they're available, and we're spending a lot of time with our existing clients and prospective clients. I'm sure the decision-making process will go a little bit slower, not because of our inability to engage with them via Zoom or video conference but for them to go and get approvals from other people in their organization before they sign off. The fact that they are all not working in the same office, that requires some extra hoops for them to jump through on the client side. But in terms of our selling ability, it doesn't really diminish what we can do right now in terms of selling. -------------------------------------------------------------------------------- Marco Andres Rodriguez, Stonegate Capital Markets, Inc., Research Division - Director of Research & Senior Research Analyst [36] -------------------------------------------------------------------------------- Got it. And last quick question. If you can just kind of update your thoughts in how you think this impact will play into your hiring targets for additional CPs. -------------------------------------------------------------------------------- Paul S. Walker, Franklin Covey Co. - President & COO [37] -------------------------------------------------------------------------------- I'll just stay on that one, Bob, if it's okay. So we committed as we know -- you know we're very committed to hiring, and we have hired throughout this year. Already, we are at 255 client partners in the sales force now. And what we've decided to do is just shift by a couple of months the next 2 classes of client partner hiring, and we're doing that primarily because we want to give -- we want these new client partners to come in and be successful. And we just don't think maybe exactly right now is the environment to bring them in. And so we're just going to take everything we're planning on doing and just shift it back a couple of months. -------------------------------------------------------------------------------- Operator [38] -------------------------------------------------------------------------------- And our next question comes from Samir Patel from Franklin Covey (sic) [Askeladden Capital Management]. -------------------------------------------------------------------------------- Samir Patel, Askeladden Capital Management LLC - Founder & Portfolio Manager [39] -------------------------------------------------------------------------------- Paul, can you repeat -- I think you said, if I heard you correctly, that bookings for both renewals and new sales were actually up in March. Did I hear that correctly, in Enterprise segment? If you could just go over that again. -------------------------------------------------------------------------------- Paul S. Walker, Franklin Covey Co. - President & COO [40] -------------------------------------------------------------------------------- Yes, they were. In the U.S. and Canada, we -- the revenue from new passes and renewals grew over March a year ago. -------------------------------------------------------------------------------- Samir Patel, Askeladden Capital Management LLC - Founder & Portfolio Manager [41] -------------------------------------------------------------------------------- Okay. Okay. That's good to hear. And so that's interesting kind of given the disruption. The follow up question to that -- sorry, go ahead. -------------------------------------------------------------------------------- Robert A. Whitman, Franklin Covey Co. - Chairman & CEO [42] -------------------------------------------------------------------------------- A point on that would be also the -- part of that will be because we had a strong pipeline and some clients really positioned to making a decision. And they did so. But as Paul said earlier, starting with a new client now, the sales process may be longer than it would have been. So we closed business -- thankfully, we closed business that was already positioned. We also, because of the sales cycle, this is the stuff that we were talking about beforehand that completed, this will be -- we expect this will be a little deeper snow and harder to -- we're having lots of those conversations. But there will be some gaps likely in the sales cycle as your -- we have things in all stages that we've been saying that the trend of it is going to be a little harder, I think. -------------------------------------------------------------------------------- Samir Patel, Askeladden Capital Management LLC - Founder & Portfolio Manager [43] -------------------------------------------------------------------------------- Right. I mean that's understandable given the disruption over the last few weeks. I was just impressed that you actually managed to close the deals that were already in process. So that's good. The related question, Paul, I think you mentioned something about renewals, some of the renewals may be happening a month later or something about payment terms. I was curious if you could delve into that a little bit with maybe an eye for -- I understand a great portion of your client base is probably doing fairly well. But then you may have the companies like Marriott, right, where, obviously, they're probably very committed to your 4 Disciplines of Execution. But if there's no one staying in hotels, then they're going to have near-term challenges and they're laying off a significant portion of the workforce. So if you could maybe talk to kind of where you see that in your client base and what exactly it is that you're seeing with regards to some of those challenged clients. -------------------------------------------------------------------------------- Paul S. Walker, Franklin Covey Co. - President & COO [44] -------------------------------------------------------------------------------- Sure. And you just expressed it well. So there are -- clients are across the spectrum right now from they are in industries that are doing very, very well, and they are looking to expand right now. And we've had a number of those conversations, interestingly enough, even in these times where they're sending employees to work from home and the original pass -- they want -- they need access. They hadn't even considered those populations as potential -- they hadn't yet considered it, we'd hope they would, but hadn't considered them yet as potential passholding employees. But now that they are working remotely and they want to find ways to engage them and set them up to work successfully from home, they're in conversations with us about expanding it. So you kind of have that end of the spectrum. And then you have the complete other end, I mentioned a minute ago, an airline example where they're not looking to expand. And in their case, they're in a multiyear, so that's great for them. And we have somewhere, I'm sure, we will -- because we want to be good partners, we'll want to be asked to extend maybe some preferential payment terms, their differential payment terms to them just to get -- they'll renew on time, but we might collect the cash just a little bit later to help them out. And there might be a few that will say, "We've just asked some of our employees to take some extended time off. We may not be able to use the Pass fully for the next couple of months. Could we get a month or 2 on the back end? We want to stay with the Pass." And those are things that will take one-off to try to do right by our clients. These are -- we think of our clients as clients for life. And that's an important thing for us. Anytime we lose a client, we're like, "Dang, what did we not do that we maybe should have done that we could have retained that client?" And so we approach every one of these discussions that way. Thankfully, right now, we're seeing most of them are planning on -- they're utilizing the Pass as we had hoped. They're even utilizing in differential ways today than they might have a month ago. They are aggressively talking to us about how do they convert what they used to do in-person to live online, and thankfully, for them and for us, we have all of that capability in the All Access Pass. And so it's a client-by-client conversation. It's what our client partners and our implementation specialists are doing every day right now. And we've been able to have contact with nearly every passholder in the last 30 days just to check and see where they are and get a good sense for how we can be most helpful. -------------------------------------------------------------------------------- Samir Patel, Askeladden Capital Management LLC - Founder & Portfolio Manager [45] -------------------------------------------------------------------------------- Understood. And do you have -- I don't know if you have this off the top of your head, but do you have any sort of analysis around what percentage of your All Access Pass base is related to industries like, say, apparel, retail or hotels or airlines or those sorts of particularly challenged industries at the moment? -------------------------------------------------------------------------------- Paul S. Walker, Franklin Covey Co. - President & COO [46] -------------------------------------------------------------------------------- I don't have the exact number. I would tell you, we -- our clients are kind of a good cross-section, a represented sample, if you will, of the Fortune kind of 5000 companies. So they span all of those from technology -- but we don't have a particularly heavy concentration in any industry, really. It is an interesting cross-section from health care to -- yes. So we're not -- we don't have a massive problem because we're all loaded up in one industry that's really struggling. At the same time, we won't also have an easy time because all of our clients are companies that are thriving right now. So it's a good cross-section. -------------------------------------------------------------------------------- Operator [47] -------------------------------------------------------------------------------- And our next question comes from Zach Cummins from B. Riley. -------------------------------------------------------------------------------- Zachary Cummins, B. Riley FBR, Inc., Research Division - Analyst [48] -------------------------------------------------------------------------------- I guess there's been a lot of questions on the Enterprise side of it. But I guess just over on the Education portion of this, it sounds like a lot of your renewals typically come during this kind of, say, May through August time frame. Can you talk a little bit more about how you're trying to navigate that renewal cycle given the current climate? And is there a potential that you could be extending some of these renewal windows beyond that August time frame? -------------------------------------------------------------------------------- Robert A. Whitman, Franklin Covey Co. - Chairman & CEO [49] -------------------------------------------------------------------------------- Sean, would you answer this? -------------------------------------------------------------------------------- Sean Frontz, Franklin Covey Co. - Senior Delivery Consultant [50] -------------------------------------------------------------------------------- Sure, yes. Yes, well, most of the renewals, again, as was shared, we have about 2,700 trying to get renewed. And they start -- I mean they started here in March, and they just accelerate through the rest of the year. And so -- and we -- in the month of April, increases a little bit over March. And then May, it starts to hit really hard through July and some into August. So what we're doing is we've been diligently making lots of phone calls. And in many cases, some of the schools have said, "You know what, we love you guys, wait 2 or 3 weeks, give us a callback." So we've tried to be sensitive to certain states and districts where they're not really ready to talk with us, a lot are, and that's why we had a lot of renewals in the month of March. We're finding that the more urban districts, the larger districts are more prepared for this kind of downturn and to go digitally. And so they are quicker to get back to us. The more rural areas are a little bit slower. We feel like because Leader in Me is a thing, it's an implementation process, it's not just like a one and done. And then when we sell it upfront, it's -- we sell a process that's 3 to 5 years long. And most of them are in that 3- to 5-year window right now. So we feel pretty good about our ability to retain our retention rate comparable to what it's been in the past. And thus far, we have -- we're not hearing people say, "We're not going to renew." It's primarily been, "Call us back in a few weeks," so we feel pretty confident. We have coaching relationships with all these schools. These are coaches that go to the schools every year, and we're still doing a lot of coaching right now. We've converted to a live online over Zoom coaching process. And we've been doing this for a long time already, so the schools are comfortable with it and we're comfortable with it. So that's going along pretty well. So our process is all hands on deck. We have client partners that have contacts with the schools. We have what we call education quality partners. That's another key role that we utilize that has a really good relationship with each of their schools, and we have coaches. So we have got like 3 touch points with each school. And we feel -- we're going as fast as we can, trying to balance kind of consideration for their situations with our desire to try to get them committed for next year. And yes, so there's some possibilities that things will get pushed. I'm sure there's going to be some of that, and there will be maybe some extensions that we'll give people. But in most part, the schools have a budget, most of their budgets turn over in July and August. They want to spend the money when they have it. They've got long-term relationships with us. And we feel pretty confident. And there's a lot of unpredictable things right now, but we feel pretty confident that most will renew on time. And I think we're starting to get a lot of calls right now that -- around people calling us back that we called a couple of weeks ago, saying, "Hey, I'm ready to talk now." Just this week, we're starting to hear a lot of that. So I hope that adds a little bit of color. -------------------------------------------------------------------------------- Zachary Cummins, B. Riley FBR, Inc., Research Division - Analyst [51] -------------------------------------------------------------------------------- No, absolutely. And I think you briefly mentioned some of the coaching services you do. I know that in your fiscal 3Q and 4Q, you tend to have more services related to the Education segment. I mean can you describe what portion of these can be done remotely or an online format? And I guess what portion of those require somebody to be on-site at these schools? -------------------------------------------------------------------------------- Sean Frontz, Franklin Covey Co. - Senior Delivery Consultant [52] -------------------------------------------------------------------------------- Well, all of them can be done -- either we can do them live, we can do them live online, which is like over Zoom, and we can do them on-demand. And we've developed the on-demand capability just like in the last few weeks. We've been working on this for some time, we just kind of accelerated once this hit. So I think in most cases, they can all be delivered either live online or on-demand as well as live. And the on-demand is where the school will go in and do their own training on a computer, right? And then afterwards, they have discussions, virtual discussions with everybody else in the community they're doing the training with around what they learned. So it's kind of the flipped classroom approach. So there will be some schools that will prefer live and will say, "We want to wait until things have cleared up, and we'd like to do live training when -- maybe in the fall." It normally would have been in the summer. Some of that will happen for sure. But in general, our approach is, "Hey, you have a live day in July. We're planning on doing it live online. We also have an on-demand option if you'd like to go that route." So that's kind of how we're approaching it. -------------------------------------------------------------------------------- Zachary Cummins, B. Riley FBR, Inc., Research Division - Analyst [53] -------------------------------------------------------------------------------- Got it. Got it. That's helpful. And just a final question for me. Bob, just going back to the flexibility of your cost structure. I mean it sounds like many of your expenses are kind of naturally flexible in a sense. But when I'm thinking about gross margins here in the coming quarters, it sounds like you still have your strong base of growing recurring revenue that carries a higher margin. So would it be fair to assume that as that portion of the business becomes a bigger portion of the overall mix, that we could still see some pretty strong gross margins here in the upcoming quarters? -------------------------------------------------------------------------------- Robert A. Whitman, Franklin Covey Co. - Chairman & CEO [54] -------------------------------------------------------------------------------- Steve, I don't know if you want to address that directly. -------------------------------------------------------------------------------- Stephen D. Young, Franklin Covey Co. - CFO & Corporate Secretary [55] -------------------------------------------------------------------------------- So Bob, chime in, too, yes. So the logic there is that if the recurring revenue and the subscription revenue becomes a higher percentage of our overall revenue, will that automatically -- will that mix cause our gross margin to go up? And I would say that, yes, it would. There are also other factors that play into gross margin, like our amortization expense, et cetera, that would become a larger portion of our sales. So there are some fixed components to gross margin and variable components and mix. And all of those combined, I don't see a significant impact on gross margin percentage overall. -------------------------------------------------------------------------------- Operator [56] -------------------------------------------------------------------------------- And our next question comes from Jeff Martin from Roth Capital. -------------------------------------------------------------------------------- Jeffrey Michael Martin, Roth Capital Partners, LLC, Research Division - Director of Research & Senior Research Analyst [57] -------------------------------------------------------------------------------- I was curious if -- and I've had a lot of distractions during this call, so I apologize if the question has already been asked. But in terms of your on-site delivery and the conversion of that to online, are you able to give us an idea of how much you're effectively transitioning the on-site to an online delivery format currently? -------------------------------------------------------------------------------- Robert A. Whitman, Franklin Covey Co. - Chairman & CEO [58] -------------------------------------------------------------------------------- Sure. Paul, do you want to take that? -------------------------------------------------------------------------------- Paul S. Walker, Franklin Covey Co. - President & COO [59] -------------------------------------------------------------------------------- Sure. Jeff, so we -- as Sean mentioned about Education, the same thing is true in Enterprise, that everything we do can be delivered live online. We actually have 2 different platforms we use with our clients. One is an Adobe Connect platform, the other is Zoom, which we're all becoming very familiar with. And so we can deliver all of the normal training we would have done. Everything from a 4 Disciplines track to a sales performance initiative, to leadership development and traditional time management training, all of that can be done live online. And so for us, it's not a problem at all. In fact, our Net Promoter Scores, when we deliver that way, are really every bit as high as they are when we deliver live in person. And so it's really the -- it's getting our customers comfortable with that. For many of them, it's -- that is -- this is a new thing for them. And so we're finding that we're spending a lot of time educating them and helping -- giving them demos and helping them see and visualize how this could be a really good alternative. Some, of course, are much more adept at that and are already there and others. And so that's where our sales force is spending a lot of time right now. We, and as you would expect, in March, have seen a number of the live on-site programs not really canceled, just delayed. The clients called, "Hey, we just can't do this on the day we had it scheduled." And so we are in conversations about rescheduling. What we've seen in the last -- really, particularly the last 6 or 7 business days, is that a number of those clients now are saying, "Okay, it looks like this is going to be maybe the new normal for a little -- for longer." This isn't going to pass over in a couple of weeks. And so they're now back talking about, "Okay, let's really look at that live online thing. Help me get comfortable with that." And we're starting to rebook some of the days that get canceled. And so percentage-wise, we're probably -- right now, we've probably rebooked 20%, 25% or so of those that had canceled -- or not but have kind of delayed. We haven't actually highlighted this before, I haven't had that many that actually outright said, "We're done. We're not doing this." Most are in kind of a -- we got to reeducate them on the live online idea or they're saying, "You know what, maybe we'll do that in June or July when this passes." And so those are the conversations we're in right now. -------------------------------------------------------------------------------- Jeffrey Michael Martin, Roth Capital Partners, LLC, Research Division - Director of Research & Senior Research Analyst [60] -------------------------------------------------------------------------------- Okay, that's very helpful. And then, Bob, just wanted to get a sense of how you're thinking about the existing infrastructure within Franklin Covey, if you've had to make any changes to this point. If you're thinking that you might get to a place -- if we're in this situation for another 2 months, does that force you to look at your cost structure? How are you thinking about that? -------------------------------------------------------------------------------- Robert A. Whitman, Franklin Covey Co. - Chairman & CEO [61] -------------------------------------------------------------------------------- Jeff, we have one Monday a month, the afternoon, is focused on business model. We've been dedicated to say, "Hey, look, by the time we get to $300 million of revenue," which we before -- 1 month ago, we thought would be 3 years. And maybe it still will be, but you'd have to catch up a little bit if this affects the economy and us for the next quarter or 2, but it can still be fundamentally at the same trajectory, be it [$800 million] that you'd be at 20% EBITDA margin. And so independent -- so kind of independent of this situation, we have, for years, tried to take that. And so to your question, years ago, some of you took out all the infrastructure, the physical infrastructure in the U.S., the center of offices and so forth. It hasn't affected our revenue, our client partners were already working primarily from their homes and so that structure has been taken out. The practice structure we had -- we recognized with All Access Pass, we were much better off having a broader mandate. And so we've eliminated that. So I think most of the structure in the field -- we still have physical offices in the U.K., in Germany, Japan, China -- in Japan and China. But really, otherwise, that -- there's not infrastructure to take out there. So I think there -- you're not, and I think, sure, in a -- and going forward, we've -- in the past, we've taken on what we needed to. And we're -- and those kinds of things that you -- where you could have the people who can generate revenue continue to generate that but take on costs, IT costs. And those were all on our list every month. But I think, yes, there could be a time where several of those infrastructure, IT, et cetera, could be challenged. What you've seen is that our central cost -- despite having added a lot to revenue over the past decade, our central costs really, we -- because of these initiatives, we haven't allowed that to grow much. And that's -- it's declining as a percentage of sales. So we have a list of projects we're already on, some of which we're accelerating now just naturally because you say, "Well, this is something we can take on." But I think largely, there -- I mean there's -- it's not that there are millions of dollars there still because we know what those numbers are because they're on our list anyway, but we anticipate being able to do most of that without affecting people directly other than in the flex of their compensation. -------------------------------------------------------------------------------- Operator [62] -------------------------------------------------------------------------------- I'd now like to turn the call back over to Bob for final remarks. -------------------------------------------------------------------------------- Robert A. Whitman, Franklin Covey Co. - Chairman & CEO [63] -------------------------------------------------------------------------------- All right. Well, thank you very much for everyone, great questions, for your thinking on this and for the -- we look forward to any questions that anybody else has. I'll just step back and say that it is really great to be involved with clients in a way that they really value and where they are talking about the importance of seeing -- we've talked about that for several quarters, the strategic durability of actually working on a problem. Every organization has problems, the solution to which require large-scale change of human behavior, whether that's improving sales or customer loyalty or trust or whatever it is. And I think in these times, once people settle out, and I think that everybody is settling at a different level and it will affect people differently, that this is the most enduring thing, is that the combination of the solving problems they really need to get solved and doing it through a business model that they really value, we think we'll -- is -- we're glad to be in this position. Although we don't like being in this position, if you're in this position, you're glad to have that set of assets. So thanks very much. We look forward to talking further and answering questions as those come up. Thank you so much. Stay safe. -------------------------------------------------------------------------------- Operator [64] -------------------------------------------------------------------------------- Thank you, ladies and gentlemen. This concludes today's conference call. Thank you for participating, and you may now disconnect.