EDU Holdings Limited (EDU) has announced its intention to voluntarily delist from the Australian Securities Exchange (ASX), pending shareholder approval at a general meeting scheduled for June 23, 2025. The decision stems from sustained low trading volumes of EDU shares, ongoing regulatory uncertainty impacting the international student market (which accounts for 85% of EDU’s revenue), and the considerable administrative costs associated with maintaining a listing. The Board believes delisting is in the best interests of shareholders, as the benefits outweigh those of remaining listed.
Over the six months leading to April 30, 2025, the average daily trading volume of EDU shares was approximately 50,212, representing just 0.03% of the company’s total issued share capital. As of May 14, 2025, 46.2% of the issued capital was held by directors and related entities, further reducing the free float. The regulatory landscape poses significant challenges, particularly concerning the international student market. Government measures, including the Education Services for Overseas Students Amendment (Quality and Integrity) Bill 2024 and Ministerial Direction 111, have introduced caps and stricter visa processing, significantly affecting student numbers, particularly in the VET sector.
To mitigate the impact of delisting on shareholders, EDU proposes an equal access off-market buy-back at A$0.165 per share, a 26.9% premium over the May 14, 2025, closing price. The buy-back aims to allow shareholders to realize some or all of their investment before delisting. EDU is offering to buy back up to 75,000,000 Shares (being approximately 50% of total Shares on issue). Certain shareholders associated with Directors, together representing 44,346,361 Shares or 29.4% of the total Shares on issue have indicated that they do not intend to participate in the Buy-back. If the buy-back is approved, EDU will save approximately $250,000 each year in ASX listing fees, audit & insurance costs, legal & professional fees and other costs associated with being listed.
Subject to shareholder approval, EDU anticipates being removed from the official list on August 6, 2025. The delisting is contingent upon several conditions, including shareholder approval via special resolution and providing shareholders at least one month to sell their shares on the ASX. The buy-back will be funded through a combination of a new debt facility and existing cash reserves.
