TIDMMLVN

RNS Number : 8024J

Malvern International PLC

26 August 2021

26 August 2021

Malvern International PLC

("Malvern", the "Group" or the "Company" )

Interim results for the six months ended 30 June 2021

Malvern International plc (AIM: MLVN), the global learning and skills development partner, announces its interim results for the six months ended 30 June 2021 ("H1").

Results

   --    H1 revenues from continuing operations of GBP1.42m (H1 2020: GBP1.37m). 

-- H1 operating profit (before depreciation, amortisation and finance charges) of GBP9k (H1 2020: loss GBP53k)

   --    H1 loss before tax on continuing operations was GBP0.35m (H1 2020: loss GBP0.44m). 
   --    Loss per share on continuing activities of 0.02p (H1 2020: loss 0.16p). 
   --    GBP1.70m gross raised (GBP1.60m net of expenses) by way of placing and subscription. 
   --    Cash as at 30 June 2021 was GBP1.28m (31 December 2020: GBP0.10m and 30 June 2020: GBP0.06m). 

*In August 2020, the Group announced the closure of Singapore operations. The Singapore company was formally placed in liquidation in April 2021, this is reported in the current and prior periods as a discontinued operation. Financial information relating to the discontinued operation for the period to the date of the closure is set out in note 7 of the interim statements.

Operating highlights and outlook

-- English Language Training ("ELT") schools are currently operating at approximately 20% of pre-pandemic levels, in line with management expectations.

-- Provisional bookings for ELT are encouraging, demonstrating the pent-up demand in this area, however many student start dates remain subject to easing of travel restrictions.

-- University Pathways deposits for 2021/22 academic year are currently ahead of the previous year. However, with the current restrictions in place for international travel, there has been a significant level of deferrals to a January 2022 start .

-- The Group's NCUK offering was launched in H1 2021. Student applications are currently being processed for September 2021 term start and we have received the first deposits. The sales and marketing teams are focused on building the brand and reputation of this area of the business.

-- The Group received a significant number of bookings for the 2021 summer camps prior to being put on hold, which points to a strong demand for our product. Our expectation is that this demand will return for summer 2022 as the border restrictions are relaxed.

-- It has been announced that the Hungarian Government's Language Learning Scholarship Programme for Hungarian Students, Tempus Public Foundation will open again for summer 2022. We can expect to accept bookings for summer 2022 from December 2021.

Commenting on the results and prospects, Richard Mace, Chief Executive Officer, said:

" We have continued to provide tuition to students throughout the period through face-to-face, online and blended learning. While the pandemic has continued to disrupt bookings and the timing of start dates, we are pleased that we have managed to keep our ELT schools open and that provisional bookings for both ELT and University Pathways are rebuilding. There is a clear back-log of demand for all our education services and we expect a robust return once restrictions are eased and in-class teaching can resume. In the meantime we continue to strengthen our sales and marketing teams and ensure the quality of our education services remains high."

This announcement contains information which, prior to its disclosure by this announcement, was inside information for the purposes of the Market Abuse Regulation

For further information please contact:

 
 Malvern International Plc                             www.malverninternational.com 
  Richard Mace - Chief Executive                       Via Communications Portfolio 
  Officer 
 
 NOMAD and Broker                                               www.whirelandcb.com 
  WH Ireland Limited 
  Mike Coe / Sarah Mather                                          +44 20 7220 1666 
 
 Media enquiries 
  Communications Portfolio           ariane.comstive@communications-portfolio.co.uk 
  Ariane Comstive                                                  +44 7785 922 354 
 

Notes to Editors:

Malvern International is a learning and language skills development partner, offering international students essential academic and English language skills, cultural experiences and the support they need to thrive in their academic studies, daily life and career development.

University Pathways - on and off-campus university pathway programmes helping students progress to a range of universities, as well as in-sessional and pre-sessional courses.

Malvern House Schools - British Council accredited English Language Training at English UK registered schools in London, Brighton and Manchester.

Malvern Online Academy - British Council accredited online school, offering supported tuition to students from around the world in English language, higher education, and professional education.

Juniors and summer camps - fully-immersive summer residential English language camps and bespoke group programmes for 13 to 18 year old students.

For further investor information go to www.malverninternational.com .

Chief Executive's review

Trading in the six months ended 30 June 2021 ("H1") has been significantly impacted by the effects of the Covid pandemic. Nevertheless the Group has made good progress in the period. Trading during the period for English Language Training ("ELT") and University Pathways students was at its highest since the outbreak of the pandemic in the UK in March 2020. ELT schools are currently running at approximately 20% of pre-pandemic levels and student numbers are expected to continue to rise, while University Pathways delivered courses to 170 students during the 2021/22 academic year.

During this time, Malvern Online Academy has provided tuition both to students signed up to in-class courses in the form of blended and remote learning, as well as providing full online education.

Revenues from continuing operations for H1 were GBP1.42m (H1 2020: GBP1.37m). The loss before tax was GBP0.35m (H1 2020: loss GBP0.44m). The loss per share on continuing activities was 0.02p (H1 2020: loss 0.16p).

The Group has continued to implement strong cost control measures throughout the period. In April, the Group raised GBP1.60m after expenses by way of placing and subscription to support the business through the prolonged period of difficult trading and to build on the significant progress that has been made in many areas of the business. Cash balances as at 30 June 2021 were GBP 1.28m (31 December 20 20 : GBP 0.10 m and 30 June 2019: GBP0.43m).

Current trading

Language schools

There continues to be a significant backlog of demand for our educational products. This is reflected in the growing number of provisional bookings, which are subject to travel restrictions being eased, for ELT in our London, Brighton and Manchester schools. In light of this, the timing of individual start dates remains dependent on each nation's approach to allowing international travel to resume.

Malvern's schools continue to run at approximately 20% of pre-pandemic levels which is in line with management expectations. Forward bookings particularly from the Middle East are encouraging. Middle East embassy bookings for Q4 are looking promising and should continue to build as travel restrictions are eased. A number of students quarantining in the UK, or yet to arrive, have elected to commence their language course online. In light of Covid, the UK government has extended concessions around student visa rules until April 2022, which allow online studies to qualify for post-study work rights.

Pathways

The demand for University Pathways courses is ahead of the previous year, as reflected by the deposits taken by our university partners for the September intake of the 2021/22 academic year. However the delays in the easing of travel restrictions, highlighted in our AGM update, and adjustments to admission procedure timetables, have together resulted in a significant level of start date deferrals to January 2022. As a result, September 2021 student numbers will be below last year but the number of the students for the academic year as a whole is expected to be at a higher level than 2020/21. We are partnering with UEL to refine the admission process to assist in maximising acceptance numbers of qualifying students for future cohorts.

The Group's first cohort of NCUK students are due to start in the last week of September. Recruitment for this programme is on budget. Our intention is to build our brand and reputation to grow this area of the business. To support our NCUK offering we have recruited an academic manager to ensure the quality of delivery of courses. We are confident with the team we have in place for the NCUK foundation programme that we have the platform for growth in 2022 and beyond.

Juniors

Due to anticipated international border issues we did not budget for any summer camps in 2021. Not unexpectedly these have not gone ahead. Pleasingly, before our plans for these camps were put on hold, we had received a significant number of bookings pointing to strong demand for our product. Our expectation is that this demand will return for summer 2022 as border restrictions are relaxed. It has been announced that the Hungarian Government's Language Learning Scholarship Programme for Hungarian Students, Tempus Public Foundation will open again for summer 2022. We can expect to accept bookings for summer 2022 from December 2021. In 2019 we received provisional bookings of approximately GBP1.5m for this programme.

China

As part of our recruitment strategy we have appointed our first sales manager in China, in Chengdu, with a second sales manager post to be in place in Q4 2021. Our Chinese website is being developed and will be ready for the next student recruitment campaign in late 2021 / early 2022. China is the biggest international student market to the UK for Higher Education provision and junior summer camps.

Outlook

There is a clear back-log of demand for all our education services and we expect a robust return once restrictions are eased and in-class teaching can resume. Clearly a degree of uncertainty over the gradual opening of international travel remains, but in the meantime we are providing online and blended tuition where it is required. Our high quality team continue to build relationships with universities, agents, embassies and within countries worldwide.

Our fundraising in April 2021, along with strong cost-control measures has allowed us to weather the disruption caused by Covid to date, to strengthen our sales and marketing teams and contribute to other planned growth initiatives such that as restrictions ease we expect the number of students across the Group to grow substantially.

Richard Mace

Chief Executive Officer

UNAUDITED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

FOR THE SIX MONTHSED 30 JUNE 2021

 
                                                  Six             Six 
                                              months ended    months ended    Year ended 
                                                30 June         30 June       31 December 
                                                  2021            2020           2020 
                                                GBP'000         GBP'000        GBP'000 
                                      Note     Unaudited       Unaudited       Audited 
 
 
 Revenue                                         1,424           1,366          1,901 
 
 Cost of services sold & operating 
  expenses                                      (1,573)         (1,612)        (3,232) 
 
   Other Income                                   158             193            418 
 
 Operating profit / (loss)                         9             (53)           (913) 
 
 Finance costs                                   (147)           (178)          (302) 
 
 Depreciation & amortisation                     (207)           (204)          (414) 
 
 Loss before taxation                            (345)           (435)         (1,629) 
 
 Income tax charge                                 -               -             (31) 
                                            --------------  --------------  ------------- 
 Loss for the period / year 
  from continuing operations 
  (1)                                            (345)           (435)         (1,660) 
 
 Discontinued operations (1)           7         (21)             252           (480) 
                                            --------------  --------------  ------------- 
 Loss for the period / year                      (366)           (183)         (2,140) 
                                            --------------  --------------  ------------- 
 Loss attributable to equity 
  holders                                        (366)           (183)         (2,140) 
 
 Loss for the period / year                      (366)           (183)         (2,140) 
 Translation movement                             (5)            (272)            16 
                                            --------------  --------------  ------------- 
 Total comprehensive loss for 
  the period / year                              (371)           (455)         (2,124) 
                                            --------------  --------------  ------------- 
    Continuing operations                        (345)           (435)         (1,660) 
    Discontinued operations                      (26)            (20)           (464) 
                                            --------------  --------------  ------------- 
 Total loss attributed to equity 
  holders                                        (371)           (455)         (2,124) 
                                            --------------  --------------  ------------- 
 Loss per share on continuing 
  activities                                     Pence           Pence          Pence 
 Basic (2)                             4        (0.02)          (0.16)          (0.23) 
 Diluted (2)                           4        (0.02)          (0.16)          (0.23) 
 
 (1) The closure of the Singapore school was completed in August 
  2020 and all operations in the territory have now ceased (liquidation 
  commenced in April 2021). In line with the 2020 annual financial 
  accounts, the Group continues to present the Singapore operations 
  as discontinued. 
 (2) Calculated at the weighted average number of shares in issue 
  during the period at 1,648,655,085 (H1 2020: 263,776,243). 
 

UNAUDITED STATEMENT OF FINANCIAL POSITION

AS AT 30 JUNE 2021

 
                                                                           As at 
                                            As at           As at    31 December 
                                     30 June 2021    30 June 2020           2020 
                                          GBP'000         GBP'000        GBP'000 
                                        Unaudited       Unaudited        Audited 
 
 Non-current assets 
 Property, plant & equipment                   66             104             81 
 Goodwill                                   1,419           1,419          1,419 
 Right-of-use assets                        2,426           2,800          2,613 
                                            3,911           4,323          4,113 
 Current assets 
 Inventory                                      -               -              - 
 Debtors                                      542           1,413          1,033 
 Prepayments                                  133             289            162 
 Cash at bank and in hand                   1,276              63            104 
                                   --------------  --------------  ------------- 
                                            1,951           1,765          1,299 
 Assets classified for disposal                10               -              2 
                                   --------------  --------------  ------------- 
 Total Assets                               5,872           6,088          5,414 
                                   --------------  --------------  ------------- 
 
 Non-current liabilities 
 Term loan                                  2,547           2,515          2,532 
 Warrants                                      64              68             64 
 Convertible loan notes                       224               -            273 
 Lease liabilities                          2,313           2,668          2,491 
                                   --------------  --------------  ------------- 
                                            5,148           5,251          5,360 
 Current liabilities 
 Trade payables                               408             457            604 
 Contract liabilities                         221             269            676 
 Other payables and accruals                1,221             891          1,230 
 Amount due to related parties                  -               -             40 
 Convertible loan notes                       100             322             50 
 Provision for income tax                      10              10             10 
 Lease Liabilities                            354             344            351 
 Term Loan                                     19               -              - 
                                   --------------  --------------  ------------- 
                                            2,333           2,293          2,961 
 
 Liabilities directly associated 
  with assets classified 
  for disposal                                211               -            218 
                                   --------------  --------------  ------------- 
 Total Liabilities                          7,692           7,544          8,537 
                                   --------------  --------------  ------------- 
 
 Equity 
 Share capital                             11,193          10,310         10,310 
 Share premium                              6,575           5,782          5,782 
 Reserves                                (19,588)        (17,548)       (19,217) 
                                   --------------  --------------  ------------- 
                                          (1,820)         (1,456)        (3,125) 
 Total Equity and Liabilities               5,872           6,088          5,414 
                                   --------------  --------------  ------------- 
 

UNAUDITED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

FOR THE SIX MONTHSED 30 JUNE 2021

 
                    Share       Share      Retained    Translation   Capital    Convertible     Total     Attributable 
                   Capital     Premium      Earnings     Reserve      Reserve      Loan       Reserves      to Equity 
                                                                                  Reserve                  Holders of 
                                                                                                           the Company 
                   GBP'000     GBP'000      GBP'000      GBP'000     GBP'000      GBP'000      GBP'000      GBP'000 
---------------  ----------  -----------  ----------  ------------  ---------  ------------  ----------  ------------- 
 Balance at 1 
  January 
  2020              9,364       5,431      (17,564)        272         171          28        (17,093)      (2,298) 
 Total 
  comprehensive 
  income for 
  the 
  period              -           -          (183)        (272)         -            -          (455)        (455) 
 New share 
  issue              946         351           -            -           -            -            -          1,297 
                 ----------  -----------  ----------  ------------  ---------  ------------  ----------  ------------- 
 Balance at 30 
  June 
  2020             10,310       5,782      (17,747)         -          171          28        (17,548)      (1,456) 
                 ----------  -----------  ----------  ------------  ---------  ------------  ----------  ------------- 
 Total 
  comprehensive 
  income for 
  the 
  period              -           -         (1,957)        288          -            -         (1,669)      (1,669) 
 Direct costs         -           -            -            -           -            -            -            - 
 relating 
 to issue of 
 shares 
                 ----------  -----------  ----------  ------------  ---------  ------------  ----------  ------------- 
 Balance at 31 
  December 
  2020 / 1 
  January 
  2021             10,310       5,782      (19,704)        288         171          28        (19,217)      (3,125) 
                 ----------  -----------  ----------  ------------  ---------  ------------  ----------  ------------- 
 Total 
  comprehensive 
  income for 
  the 
  period              -           -          (366)         (5)          -            -          (371)        (371) 
 Direct costs 
  relating 
  to issue of 
  shares              -          (90)          -            -           -            -            -           (90) 
 New share 
  issue              883         883           -            -           -            -            -          1,766 
                 ----------  -----------  ----------  ------------  ---------  ------------  ----------  ------------- 
 Balance at 30 
  June 
  2021             11,193       6,575      (20,070)        283         171          28        (19,588)      (1,820) 
                 ----------  -----------  ----------  ------------  ---------  ------------  ----------  ------------- 
 

UNAUDITED CONSOLIDATED STATEMENT OF CASH FLOWS

FOR THE SIX MONTHSED 30 JUNE 2021

 
                                                          Six             Six 
                                                 months ended    months ended     Year ended 
                                                      30 June         30 June    31 December 
                                                         2021            2020           2020 
                                                      GBP'000         GBP'000        GBP'000 
                                                    Unaudited       Unaudited        Audited 
 Cash flows from operating activities 
 (Loss) / profit after tax from 
 Continuing activities                                  (345)           (435)        (1,660) 
 Discontinued activities                                 (21)             252          (480) 
 Adjustments for: 
 Depreciation & amortisation                              207             204            414 
 Fair value movement on warrants                            -            (57)           (62) 
 Fair value movement on convertible loan 
  reserve                                                   -               6              - 
 Share based payments                                       -               -            175 
 Loss on disposal of discontinued operations             (20)           (398)              - 
 Loss on disposal of tangible assets                        -               -          (115) 
 Impairment of trade receivables                            -               -            124 
 Finance cost                                             147             178            302 
 Interest paid                                           (54)            (49)           (51) 
 Tax paid                                                   -               -              - 
                                               --------------  --------------  ------------- 
                                                         (86)           (299)        (1,353) 
 
 Changes in working capital 
 Decrease in debtors & prepayments                        520             278             95 
 Increase / (decrease) in creditors                     (848)             101            219 
 Decrease in inventories                                    -               2              6 
 Decrease in related parties                             (40)            (43)            (7) 
                                               --------------  --------------  ------------- 
 Net cash used in operating activities                  (454)              39        (1,040) 
                                               --------------  --------------  ------------- 
 
 Cash flows from investing activities 
 Purchase of property, plant and equipment                (5)               -              - 
 Investment in Intangible Assets                            -               -              - 
 Net cash used in investing activities                    (5)               -              - 
                                               --------------  --------------  ------------- 
 
 Cash flows from financing activities 
 Decrease in finance lease liabilities                   (18)           (259)          (195) 
 New share issue                                        1,651             100          1,156 
 Term loan                                                (2)             100            100 
                                               --------------  --------------  ------------- 
 Net cash used in financing activities                  1,631            (59)          1,061 
                                               --------------  --------------  ------------- 
 
 Net increase in cash and cash equivalents              1,172            (20)             21 
 Effect of foreign exchange rate changes 
  on consolidation                                          -               -              - 
 Cash and cash equivalents at beginning 
  of period / year                                        104              83             83 
                                               --------------  --------------  ------------- 
 Cash and cash equivalents at end of 
  period / year                                         1,276              63            104 
                                               --------------  --------------  ------------- 
 

NOTES TO THE UNAUDITED INTERIM FINANCIAL INFORMATION FOR THE SIX MONTHSED 30 JUNE 2021

   1.    General information 

Malvern International plc (the "Company") is a public limited liability company incorporated in England and Wales on 8 July 2004. The Company was admitted to AIM on 10 December 2004. Its registered office is 100 Avebury Boulevard, Milton Keynes, MK9 1FH and its principal place of business is in the UK. The registration number of the Company is 05174452.

The principal activities of the Company are that of investment holding and provision of educational consultancy services. The principal activity of the Group is to provide an educational offering that is broad and geared principally towards preparing students to meet the demands of business and management. There have been no significant changes in the nature of these activities during the period

   2.    Significant accounting policies 

Basis of preparation

The accounting policies adopted are consistent with those of the previous financial year.

This interim consolidated financial information for the six months ended 30 June 2021 has been prepared in accordance with IAS 34, 'Interim financial reporting'. This interim consolidated financial information is unaudited and is not the Group's statutory financial statements and should be read in conjunction with the annual financial statements for the year ended 31 December 2020, which have been prepared in accordance with International Financial Reporting Standards (IFRS) and have been delivered to the Registrar of Companies. The auditors have reported on those accounts; their report was unqualified, but did include, without qualifying their report, references to which the auditors drew attention by way of emphasis of matter in respect of the preparation of the financial statements on a going concern basis.

The interim consolidated financial information for the six months ended 30 June 2021 is unaudited. In the opinion of the Directors, the interim consolidated financial information presents fairly the financial position, and results from operations and cash flows for the period. Comparative numbers for the six months ended 30 June 2020 are unaudited.

This interim consolidated financial information is presented in GBP sterling, rounded to the nearest thousand.

   3.    Dividend 

No interim dividend for this financial year is proposed.

   4.    Loss per share 

The basic loss per share is calculated by dividing the loss attributable to ordinary shareholders by the weighted average number of ordinary shares in issue during the relevant period. The weighted average number of shares in issue during the period was 1,648,655,085 (H1 2020: 263,776,243).

The diluted loss per share is calculated by dividing the loss attributable to ordinary shareholders by the weighted average number of ordinary shares in issue during the relevant period diluted for the effect of share options and warrants in existence at the relevant period. The weighted average number of shares in issue diluted for the effect of share options and warrants in existence during the period was 1,648,655,085 (H1 2020: 263,776,243).

   5.    Share capital 

On 1 April 2021 the Group announced the issue of 620,150,000 new ordinary shares through placing and a subscription to the Company of 230,000,000 new ordinary shares at a price of 0.20 pence per share to raise net proceeds of GBP1.60m. As at 30 June 2021, the total number of Ordinary Shares held in the Company was 2,087,467,240 (30 June 2020: 1,204,967,240).

   6.    Subsequent events 

In August 2021, the Company announced that it had allotted 21,551,724 new ordinary shares of 0.1p each pursuant to the conversion of GBP50,000 of the loan notes at a conversion price of 0.232 pence per share (being the average price of the five business days prior to the conversion date) that were otherwise redeemable on 31 July 2021. Following the loan note conversion, a further GBP272,817 Loan Notes remain outstanding of which a further GBP50,000 is redeemable or convertible on each of 31 January 2022 and 31 July 2022 with the final balance redeemable or convertible on 31 December 2022.

   7.    Discontinued operations 

The financial details related to Singapore operations are for the half year ended 30 June 2021. Following the decision to close the Singapore operations in August 2020, the company was formally placed in liquidation in April 2021.

   i)     Financial performance of discontinued operations 
 
                                    Six months ended     Six months 
                                      30 June 2021      ended 30 June 
                                         GBP'000            2020 
                                                           GBP'000 
 Revenue                                   -                629 
 Other income                              5                104 
 Expenses                                 (26)            (1,051) 
                              ----------------------  --------------- 
 Loss for the period                      (21)             (318) 
                              ----------------------  --------------- 
 Other comprehensive income                -                570 
                              ----------------------  --------------- 
 Total Comprehensive income               (21)              252 
                              ----------------------  --------------- 
 

ii) Assets and liabilities of entities classified for disposal

 
                                                Six months ended     Six months 
                                                  30 June 2021      ended 30 June 
                                                     GBP'000            2020 
                                                                       GBP'000 
 Asset classified for disposal                         -                 - 
 Property plant and Equipment                          -               2,027 
 Other receivables                                     -                312 
 Cash & cash equivalent                                10                6 
                                               -----------------  --------------- 
 Total assets classified for disposal                  10              2,345 
                                               -----------------  --------------- 
 
 Liabilities directly associated with assets           -                 - 
  classified for disposal 
 Trade creditors                                     (145)             (699) 
 Other payables                                       (66)               - 
 Lease liability                                       -              (1,929) 
                                               -----------------  --------------- 
 Total liabilities                                   (211)            (2,628) 
                                               -----------------  --------------- 
 

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