Afya Ltd 6-K, filed Aug 26, 2021
Afya Ltd (AFYA)
About this 6-K
Afya Ltd filed this 6-K on August 26, 2021.
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934
For the month of August, 2021
Commission File Number: 001-38992
Afya Limited
(Exact name of registrant as specified in its charter)
Alameda Oscar Niemeyer, No. 119, Salas 502, 504, 1,501 and 1,503
Vila da Serra, Nova Lima, Minas Gerais
Brazil
+55 (31) 3515 7550
(Address of principal executive office)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F:
| Form 20-F |
X |
Form 40-F |
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):
| Yes | No |
X |
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):
| Yes | No |
X |
TABLE OF CONTENTS
| EXHIBIT | |
| 99.1 | Afya Limited Announces Second-Quarter and First Half 2021 Financial Results. |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| Afya Limited | |||||
| By: | /s/ Virgilio Deloy Capobianco Gibbon | ||||
| Name: | Virgilio Deloy Capobianco Gibbon | ||||
| Title: | Chief Executive Officer | ||||
Date: August 26, 2021
Afya Limited Announces Second-Quarter and First Half 2021 Financial Results
Strong Operational Performance
High Cash Flow Generation
Nova Lima, Brazil, August 26, 2021 – Afya Limited (Nasdaq: AFYA) (“Afya” or the “Company”), the leading medical education group and digital health service provider in Brazil, reported today financial and operating results for the three and six-month period ended June 30, 2021 (second quarter 2021). Financial results are expressed in Brazilian Reais and are presented in accordance with International Financial Reporting Standards (IFRS).
Second Quarter 2021 Highlights
| § | 2Q21 Adjusted Net Revenue increased 39.1% YoY to R$381.5 million. Adjusted Net Revenue excluding acquisitions grew 9.0%, reaching R$299.0 million. |
| § | 2Q21 Adjusted EBITDA increased 36.0% YoY reaching R$160.7 million, with an Adjusted EBITDA Margin of 42.1%. Adjusted EBITDA excluding acquisitions increased 3.1%, reaching R$121.8 million, with an Adjusted EBITDA Margin of 40.7%. |
| § | 2Q21 Adjusted Net Income of R$65.1 million, 27.3% lower than 2Q20. |
First Half 2021 Highlights
| § | 1H21 Adjusted Net Revenue increased 43.5% YoY to R$784.0 million. Adjusted Net Revenue excluding acquisitions grew 9.9%, reaching R$600.5 million. |
| § | 1H21 Adjusted EBITDA increased 42.3% YoY reaching R$368.3 million, with an Adjusted EBITDA Margin of 47.0%. Adjusted EBITDA excluding acquisitions grew 7.8%, reaching R$279.1 million, with an Adjusted EBITDA Margin of 46.5% |
| § | Cash conversion of 103.5%, with a solid cash position of R$ 1.4 billion. |
| § | 2,303 medical seats, 23.4% increase YoY, and 13,390 medical students, which was up 47.2%. |
| Table 1: Financial Highlights | ||||||||||||
| For the three months period ended June 30, | For the six months period ended June 30, | |||||||||||
| (in thousand of R$) | 2021 | 2021 Ex Acquisitions* | 2020 | % Chg | % Chg Ex Acquisitions | 2021 | 2021 Ex Acquisitions* | 2020 | % Chg | % Chg Ex Acquisitions | ||
| (a) Net Revenue | 372,374 | 292,024 | 274,211 | 35.8% | 6.5% | 766,725 | 586,975 | 546,515 | 40.3% | 7.4% | ||
| (b) Adjusted Net Revenue (1) | 381,488 | 299,024 | 274,211 | 39.1% | 9.0% | 784,043 | 600,523 | 546,515 | 43.5% | 9.9% | ||
| (c) Adjusted EBITDA (2) | 160,658 | 121,794 | 118,152 | 36.0% | 3.1% | 368,309 | 279,056 | 258,796 | 42.3% | 7.8% | ||
| (d) = (c)/(b) Adjusted EBITDA Margin | 42.1% | 40.7% | 43.1% | -100 bps | -240 bps | 47.0% | 46.5% | 47.4% | -40 bps | -90 bps | ||
| (e) Adjusted Net Income | 65,109 | 35,036 | 89,560 | -27.3% | -60.9% | 225,097 | 156,486 | 221,040 | 1.8% | -29.2% | ||
| * Ex Acquisitions: stands for the same companies that Afya consolidated in the same period of the previous year. For the three months period ended June 30, 2021, "2021 Ex Acquisitions" excludes: UniSl (only April, 2021; Closing of Unisl was in May,2020), PEBMED, FCMPB, MedPhone, FESAR, iClinic, Medicinae, Medical Harbour, Cliquefarma, Shosp and UNIFIPMoc. | ||||||||||||
| For the six months period ended June 30, 2021 - "2021 Ex Acquisitions" excludes UniRedentor (only January, 2021; Closing of Uniredentor was in January 31,2020), UniSl (January to April, 2021; Closing of Unisl was in May,2020), PEBMED, FCMPB, Medphone, FESAR, iClinic, Medicinae, Medical Harbour, Cliquefarma, Shosp and UNIFIPMoc. | ||||||||||||
| 1. Includes mandatory discounts in tuition fees granted by state decrees and individual/collective legal proceedings and public civil proceedings due COVID 19 on site classes restriction and excludes recognized revenue that relates to discounts that were granted in 2H2020, but were invoiced in 1H21, based on the Supreme Court decision that was released in December 28, 2020. | ||||||||||||
| 2. See more information on "Non-GAAP Financial Measures" (Item 10). | ||||||||||||
| 1. | Message from Management |
Virgilio Gibbon, Afya’s CEO, stated:
We’re proud to report strong operational and financial results, surpassing the guidance issued to the market – over forty percent revenue growth and record second quarter EBITDA margin. The pandemic is not over and due to our dedicated employees, we were able to increase our cash flow generation to the highest level since March, 2020, to continue extracting synergies of our recently acquired companies and to execute our digital strategy.
As physicians handle high volume of work, we’re proud our productivity tools were able to help. We expanded our clinical decision software to 18,000 additional physicians and medical students. We serve almost 40% of all Brazilian physicians and medical students with our offerings. Acquisitions completed this semester also complemented our Digital Services offering in multiple pillars, we consolidated iClinic, Medicinae, Medical Harbour, Cliquefarma and Shosp, reinforcing our unique complete offering for the medical career and gaining traction in the operational indicators.
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Our Digital Team is also committed to deliver the promises we made in Afya Investors and ESG Day. We already started to consolidate our costumer database into a single datalake, launched the first integrations between Medcel, iClinic and WhiteBook products, started testing the MVPs solutions with the pharma industry and initiated Afya’s Digital brand awareness strategy.
We are also excited to expand our offering in the Undergrad business with the closing of the acquisition of UNIFIPMoc this quarter and the closing of the acquisition of UNIGRANRIO in August, 2021. These acquisitions combined contributed 468 authorized medical seats to Afya, reaching 2,611 seats. This translates into 18.8 thousand students at maturity, representing a CAGR of 9.3% from 2020 to 2026. Considering these two last acquisitions Afya has added 1,179 seat since the IPO.
We also completed two major operations with shareholders this quarter. First, the U$150 million investment from SoftBank in Afya’s Series A perpetual convertible preferred shares. SoftBank will beneficially own approximately 8.4% of Afya’s total shares of the company on an as-converted basis. In connection with this sale, Paulo Passoni from SoftBank, who has vast experience in the digital business, was appointed as a board member of Afya.
Second, Bertelsmann, that has a long-term relationship with Afya, completed the acquisition of Crescera’s stake of 24.6% of Afya’s total capital and will have three seats in our Board of Directors.
Following our commitment with the UN Global Compact to encourage companies to align their actions in order to promote sustainable growth and allow society to achieve sustainable development by 2030, we assumed a voluntary commitment to have at least 50% of women in our management positions by 2030.
In addition, we also announced that Afya was certificated by Women on Board, an independent initiative whose purpose is to acknowledge, appreciate and promote corporate environments in which women are members of the board of directors. We voluntarily committed to continuing to have at least two women as board members.
Our mission to become the reference partner for physicians in their journey, by rewarding their lifelong experience and enhancing their daily practice with Afya’s digital services, continues to guide our strategy and I am really proud on what we have achieved so far.
| 2. | Key Events in the Quarter: |
| § | Closing of the transaction with SoftBank in May, 2021 – SoftBank purchased US$150 million in Afya’s Series A perpetual convertible preferred shares set forth in the Certificate of Designations. In connection with such sale, Paulo Passoni from Softbank was appointed as a board member of Afya. Softbank and its affiliates beneficially own approximately 8.4% of the total shares of the company (on an as-converted basis for the Series A perpetual convertible preferred shares). |
| § | Closing the UNIFIPMoc and FIPGuanambi acquisition in June, 2021 – a post-secondary education institution with government authorization to offer on-campus, undergraduate courses in medicine in the states of Minas Gerais and Bahia, contributing 160 authorized medical school seats to Afya. |
| § | Signing of of Bertelsmann’s acquisition of Crescera’s shares in Afya in June, 2021 - Crescera Educacional announced the sale of the entirety of its 23,074,134 Class B common shares of Afya to an affiliate of Bertelsmann SE& Co. KGaA, or “Bertelsmann”. In accordance to the transaction, the Company announces to the market the following adjusts to the Board of Directors: a) resignation of Felipe Argalji, as a member indicated by Crescera and b) reappointment of Daulins Emílio to occupy the vacant position from Crescera. |
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| 3. | Subsequent Events in the Quarter |
| § | Closing the UNIGRANRIO acquisition in August, 2021 – a post-secondary education institution with government authorization to offer 308 undergraduate medical seats in the state of Rio de Janeiro. With this acquisition Afya reaches 2,611 authorized medical seats. The aggregate purchase price (enterprise value) was R$700.0 million, including the assumption of estimated Net Debt of R$73.9 million. The equity value will be paid: 60% in cash on the transaction closing date and 40% in four equal annual instalments, adjusted by the CDI rate. We expected an EV/EBITDA of 4.1x at maturity and post synergies. |
| § | Closing of Bertelsmann’s acquisition of Crescera’s shares in Afya in August, 2021 - Crescera Educacional announced the sale of the entirety of its 23,074,134 Class B common shares of Afya to Bertelsmann. As a result of the closing of the transaction, Daniel Borghi and Laura Guaraná from Crescera ceased to be Afya board members. Mr. Borghi will continue to support Afya as an Afya board observer during six months, starting today. Pursuant to Afya’s amended and restated articles of association, Shobhna Mohn and Kay Krafft were appointed by Bertelsmann as board members. |
| § | In August 12, 2021 Afya assumed a voluntary commitment to have at least 50% of women in its management positions by 2030. In addition, Afya announced that was certificated by Women on Board, an independent initiative whose purpose is to acknowledge value and promote corporate environments in which women are part of the board of directors. The company voluntarily committed to continue having at least two women as board members. |
| 4. | First Half 2021 Guidance |
| Guidance for 1H2021 | Actual 1H2021 | ||
| Adjusted Net Revenue (1) (2) (3) | R$ 740 mn ≤ ∆ ≤ R$ 780 mn | R$ 773.4 mn | |
| Adjusted EBITDA Margin | 46.0% ≤ ∆ ≤ 48.0% | 47.3% | |
| (1) Includes Mais Medicos schools in Santa Ines and Cruzeiro do Sul starting on January 1, 2021. | |||
| (2) Includes iClinic starting on January 21, 2021. | |||
| (3) Excludes any acquisition that may have been concluded after the issuance of the guidance. Thus, does not include UNIFIPMOC, Medicinae, Cliquefarma, Medical Harbour and Shosp. | |||
| 5. | Second Half 2021 Guidance |
The Company is introducing guidance for 2H21 which takes into account the successfully concluded acceptances of new medicine students for the second half of 2021 and the consolidation of the digital companies and medical schools acquisitions during the 1H21.
The guidance for 2021 added to our reported results for the 1H21 will total our full year 2021 as follows:
| Guidance for 2021 | Important considerations |
| 2021 Adjusted Net Revenue is expected to be between R$1.720 million – R$1.760 million | § Includes UNIFIPMoc starting on June 1, 2021. |
| § Includes UNIGRANRIO starting on August 4, 2021. | |
| § Excludes any acquisition that may be concluded after the issuance of the guidance. | |
| 2021 Adjusted EBITDA Margin is expected to be between 42.0%-44.0% | § Includes UNIFIPMoc starting on June 1, 2021. |
| § Includes UNIGRANRIO starting on August 4, 2021. | |
| § Excludes any acquisition that may be concluded after the issuance of the guidance. | |
| § Includes the impact of the adoption of IFRS 16. | |
| Guidance for 2H21 | Excluding the Acquisitions of UNIFIPMoc and UNIGRANRIO |
| Net Revenue is expected to be between R$760 million – R$800 million | § Excludes any acquisition that may be concluded after the issuance of the guidance.
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| Adjusted EBITDA Margin is expected to be between 42%-44% | § Excludes any acquisition that may be concluded after the issuance of the guidance. |
| § Includes the impact of the adoption of IFRS 16. |
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| 6. | 1H21 Overview |
Operational Review
Afya is the only company offering technological solutions to support physicians across every stage of the medical career, from undergraduate students in its medical school years through medical residency preparatory courses, medical specialization programs and continuing medical education. Afya is also positioned in digital health services, providing clinical decision apps and practice management tools as SAAS (Sofware as a Service).
The Company report results for three distinct business units. The first, Undergrad – medical schools, other healthcare programs and ex-health degrees. Revenue is generated from the monthly tuition fees the Company charges students enrolled in the undergraduate programs. The second, Continuing Education – specialization programs and graduate courses. Revenue is also generated from the monthly tuition fees the Company charges students enrolled in the specialization and graduate courses. The third is Digital Services – digital services offered by the Company at every stage of the medical career. This business unit is divided in 6 pillars: Content & Technology for Medical Education, Clinical Decision Software, Practice Management Tools & Electronic Medical Records, Physician - Patient Relationship, Telemedicine, and Digital Prescription and revenue is generated from printed books and e-books, which is recognized at the point in time when control is transferred to the customer and subscription fees (SaaS model).
Key Revenue Drivers – Undergraduate Courses
| Table 2: Key Revenue Drivers | Six months period ended June 30, | ||
| 2021 | 2020 | % Chg | |
| Undergrad Programs | |||
| MEDICAL SCHOOL | |||
| Approved Seats (1) | 2,303 | 1,866 | 23.4% |
| Operating Seats | 2,053 | 1,516 | 35.4% |
| Total Students | 13,390 | 9,097 | 47.2% |
| Total Students (ex- Acquisitions)* | 8,891 | 7,319 | 21.5% |
| Tuition Fees (ex- Acquisitions* - R$MM) | 458,683 | 358,214 | 28.0% |
| Tuition Fees (Total - R$MM) | 665,112 | 406,439 | 63.6% |
| Medical School Avg. Ticket (ex- Acquisitions* - R$/month) | 8,598 | 8,157 | 5.4% |
| UNDERGRADUATE HEALTH SCIENCE | |||
| Total Students | 14,913 | 13,853 | 7.7% |
| Total Students (ex- Acquisitions)* | 5,679 | 7,031 | -19.2% |
| Tuition Fees (ex- Acquisitions* - R$MM) | 41,788 | 52,249 | -20.0% |
| Tuition Fees (Total - R$MM) | 77,731 | 68,723 | 13.1% |
| OTHER UNDERGRADUATE | |||
| Total Students | 15,478 | 16,031 | -3.4% |
| Total Students (ex- Acquisitions)* | 7,729 | 8,723 | -11.4% |
| Tuition Fees (ex- Acquisitions* - R$MM) | 44,645 | 58,829 | -24.1% |
| Tuition Fees (Total - R$MM) | 88,489 | 80,707 | 9.6% |
| TOTAL TUITION FEES | |||
| Total Tuition Fees (ex- Acquisitions* - R$MM) | 545,116 | 469,292 | 16.2% |
| Total Tuition Fees (Total - R$MM) | 831,332 | 555,869 | 49.6% |
| *For the six months period ended June 30, 2021 - Ex Acquisitions excludes UniRedentor, UniSl, FCMPB, FESAR and UNIFIPMoc. | |||
| (1) This number does not include UNIGRANRIO acquisition that will contribute 308 seats. | |||
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Key Revenue Drivers – Continuing Education and Digital Services
| Table 3: Key Revenue Drivers | Six months ended June 30, | ||
| 2021 | 2020 | % Chg | |
| Continuing Education | |||
| Medical Specialization & Others | |||
| Medical Specialization & Others Students | 3,285 | 4,513 | -27.2% |
| Medical Specialization & Others Students (ex-Acquisitions¹) | 1,941 | 2,188 | -11.3% |
| Net Revenue from courses (Total - R$MM) | 35,272 | 52,325 | -32.6% |
| Net Revenue from courses (ex- Acquisitions¹) | 25,852 | 33,004 | -21.7% |
| Digital Services | |||
| Content & Technology for Medical Education | |||
| Active Paying Students | |||
| Prep Courses & CME - B2C | 15,670 | 10,594 | 47.9% |
| Prep Courses & CME - B2B | 3,173 | 890 | 256.5% |
| Clinical Decision Software | |||
| Whitebook Active Payers | 115,149 | - | n.a |
| Clinical Management Tools² | |||
| iClinic Active Payers | 14,371 | - | n.a |
| Digital Services Total Active Payers | 148,363 | 11,484 | 1191.9% |
| Digital Services Total Active Payers (ex-Acquisitions³) | 18,843 | 11,484 | 64.1% |
| Net Revenue from Services (Total - R$MM) | 81,665 | 43,281 | 88.7% |
| Net Revenue From Services (ex-Acquisitions³) | 48,610 | 43,281 | 12.3% |
| (1) Acquisitions include the consolidation of Continuing Education courses offered by Uniredentor (acquired in January, 2021) | |||
| (2) Clinical management tools includes Telemedicine and Digital Prescription features | |||
| (3) Acquisitions include the consolidation of PEBMED, MedPhone, iClinic, Medicinae, Medical Harbour, Cliquefarma and Shosp. | |||
Key Operational Drivers – Digital Services
Monthly Active Users (MaU) represents the number of unique individuals that consumed Digital Services content in the last 30 days of a specific period.
Total monthly active users reached 233.1 thousand, 31.6% higher than 2020.
| Table 4: Key Operational Drivers for Digital Services - Monthly Active Users (MaU) | |||||
| 2Q21 | 1Q21 | % Chg | 4Q20 | % Chg | |
| Content & Technology for Medical Education | 18,968 | 19,857 | -4.5% | 14,658 | 35.5% |
| Clinical Decision Software | 181,138 | 173,959 | 4.1% | 162,512 | 7.0% |
| Clinical Management Tools¹ | 32,968 | 27,799 | 18.6% | - | - |
| Total Monthly Active Users (MaU) - Digital Services | 233,074 | 221,615 | 5.2% | 177,170 | 31.6% |
| 1) Clinical management tools includes Telemedicine and Digital Prescription features | |||||
| 2) There may be an overlap of users among the pillars | |||||
| Total Monthly Active Users (MaU) - Medcel | 18,968 | 19,857 | 14,658 | 35.5% | |
| Total Monthly Active Users (MaU) - WhiteBook | 181,138 | 173,959 | 162,512 | 7.0% | |
| Total Monthly Active Users (MaU) - iClinic | 29,967 | 27,397 | 10,221 | 168.0% | |
| Total Monthly Active Users (MaU) - Medicinae | 402 | ||||
| Total Monthly Active Users (MaU) - Shosp | 3,001 | ||||
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Seasonality
Undergrad´s and Continuing Education tuition revenues are related to the intake process and monthly tuition fees charged to students over the period thus the Company does not have significant fluctuations. On Digital Services, Medcel’s sales are concentrated in the first and last quarter of the year, as a result of enrollments of Medcel’s clients at the end and the beginning of the year. The majority of Medcel’s revenue is derived from printed books and e-books, which is recognized at the point in time when control is transferred to the customer. All other Digital Services do not present any significant seasonality. Consequently, Digital Services generally has higher revenue and results from operations in the first and last quarter of the year compared to the second and third quarters of the year.
Revenue
Total Net Revenue for the second quarter of 2021 was R$ 372.4 million, an increase of 35.8% over the same period of the prior year, due to the maturation of medical seats, increase of Medicine average ticket, expansion of Digital Services and consolidation of acquisitions. Adjusted Net Revenue in 2Q21, includes an impact of R$ 9.1 million due to the net temporary discounts in tuition fees granted by individual and collective legal proceedings and public civil proceedings related to COVID 19 and totaled R$ 381.5 million, an increase of 39.1% over the same period of the prior year.
Excluding acquisitions, Adjusted Net Revenue in the second quarter increased 9.0% YoY to R$ 299.0 million.
For the six-month period ended June 30, 2021, Total Net Revenue was R$ 766.7 million, an increase of 40.3% over the same period of last year. Adjusted Net Revenue presented an increase of 43.5% over the same period of last year, totaling R$ 784.0 million. Excluding acquisitions, Adjusted Net Revenue in the six-month period increased 9.9% YoY to R$ 600.5 million
Continuing Education business reported decrease in Net Revenues in the three-month 2021 and the six-month period eneded June 30, 2021 due to a reduction in active paying students because of: (a) practical programs that are not being offered since 1H20 and, (b) physicians’ decision to postpone admission to specialization courses due to COVID 19 pandemic.
| Table 5: Revenue & Revenue Mix | |||||||||||||
| (in thousands of R$) | For the three months period ended June 30, | For the six months period ended June 30, | |||||||||||
| 2021 | 2021 Ex Acquisitions* | 2020 | % Chg | % Chg Ex Acquisitions | 2021 | 2021 Ex Acquisitions* | 2020 | % Chg | % Chg Ex Acquisitions | ||||
| Net Revenue Mix | |||||||||||||
| Undergrad | 328,434 | 266,491 | 240,102 | 36.8% | 11.0% | 650,286 | 505,619 | 451,886 | 43.9% | 11.9% | |||
| Adjusted Undergrad¹ | 337,548 | 273,491 | 240,102 | 40.6% | 13.9% | 667,604 | 519,167 | 451,886 | 47.7% | 14.9% | |||
| Continuing Education | 15,984 | 15,984 | 24,758 | -35.4% | -35.4% | 35,272 | 33,110 | 52,325 | -32.6% | -36.7% | |||
| Digital Services | 28,127 | 9,720 | 9,351 | 200.8% | 3.9% | 81,665 | 48,744 | 43,281 | 88.7% | 12.6% | |||
| Inter-segment transactions | - 171 | - 171 | - | n.a | n.a | - 498 | - 498 | - 977 | -49.0% | -49.0% | |||
| Total Reported Net Revenue | 372,374 | 292,024 | 274,211 | 35.8% | 6.5% | 766,725 | 586,975 | 546,515 | 40.3% | 7.4% | |||
| Total Adjusted Net Revenue ¹ | 381,488 | 299,024 | 274,211 | 39.1% | 9.0% | 784,043 | 600,523 | 546,515 | 43.5% | 9.9% | |||
| * Ex Acquisitions: stands for the same companies that Afya consolidated in the same period of the previous year.For the three months period ended June 30, 2021, "2021 Ex Acquisitions" excludes: UniSl (only April, 2021; Closing of Unisl was in May,2020), PEBMED, FCMPB, MedPhone, FESAR, iClinic, Medicinae, Medical Harbour, Cliquefarma, Shosp and UNIFIPMoc. | |||||||||||||
| For the six months period ended June 30, 2021 - "2021 Ex Acquisitions" excludes UniRedentor (only January, 2021; Closing of Uniredentor was in January 31,2020), UniSl (January to April, 2021; Closing of Unisl was in May,2020), PEBMED, FCMPB, Medphone, FESAR, iClinic, Medicinae, Medical Harbour, Cliquefarma, Shosp and UNIFIPMoc. | |||||||||||||
| 1. Includes mandatory discounts in tuition fees granted by state decrees and individual/collective legal proceedings and public civil proceedings due COVID 19 on site classes restriction and excludes recognized revenue that relates to discounts that were granted in 2H2020, but were invoiced in 1H21, based on the Supreme Court decision that was released in December 28, 2020. | |||||||||||||
| 2. See more information on "Non-GAAP Financial Measures" (Item 10). | |||||||||||||
Adjusted EBITDA
Adjusted EBITDA for the three-month period ended June 30, 2021 increased 36.0% to R$ 160.7 million, up from R$ 118.1 million in the same period of the prior year. For the six-month period ended June 30, 2021, Adjusted EBITDA was R$ 368.3 million, an increase of 42.3% from the same period last year. The adjusted EBITDA Margins of both periods were slightly below the reported margins of last year, mainly due to: 1) the consolidation of PEBMED, Iclinic, MedPhone, Medicinae, Medical Harbour, Cliquefarma, Shosp and UNIFIPMoc that presented lower margins than the integrated companies; 2) lower revenue from Continuing Education, as explained on the topic “Revenue” and 3) partially offset by recently acquisitions that were consolidated with high EBITDA margins (FCMPB and FESAR) .
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Excluding the consolidation of acquisitions, Adjusted EBITDA for the three-month period ended June 30, 2021 increased 3.1% to R$ 121.8 million, up from R$ 118.1 million in the same period of the prior year. For the six-month period ended June 30, 2021, Adjusted EBITDA increased 7.8% YoY to R$ 279.1 million from R$ 258.8 million, while the Adjusted EBITDA Margin decreased 90 basis points to 46.5%. The adjusted EBITDA Margins of both periods were slightly below the reported margins of last year, mainly due to lower performance from Continuing Education, as explained on the topic “Revenue”.
| Table 6: Adjusted EBITDA | ||||||||||||
| (in thousands of R$) | For the three months period ended June 30, | For the six months period ended June 30, | ||||||||||
| 2021 | 2021 Ex Acquisitions* | 2020 | % Chg | % Chg Ex Acquisitions | 2021 | 2021 Ex Acquisitions* | 2020 | % Chg | % Chg Ex Acquisitions | |||
| Adjusted EBITDA | 160,658 | 121,794 | 118,152 | 36.0% | 3.1% | 368,309 | 279,056 | 258,796 | 42.3% | 7.8% | ||
| % Margin | 42.1% | 40.7% | 43.1% | -100 bps | -240 bps | 47.0% | 46.5% | 47.4% | -40 bps | -90 bps | ||
| * Ex Acquisitions: stands for the same companies that Afya consolidated in the same period of the previous year.For the three months period ended June 30, 2021, "2021 Ex Acquisitions" excludes: UniSl (only April, 2021; Closing of Unisl was in May,2020), PEBMED, FCMPB, MedPhone, FESAR, iClinic, Medicinae, Medical Harbour, Cliquefarma, Shosp and UNIFIPMoc. | ||||||||||||
| For the six months period ended June 30, 2021 - "2021 Ex Acquisitions" excludes UniRedentor (only January, 2021; Closing of Uniredentor was in January 31,2020), UniSl (January to April, 2021; Closing of Unisl was in May,2020), PEBMED, FCMPB, Medphone, FESAR, iClinic, Medicinae, Medical Harbour, Cliquefarma, Shosp and UNIFIPMoc. | ||||||||||||
Adjusted Net Income
Adjusted Net Income for the second quarter of 2021 was R$ 65.1 million, an decrease of 27.3% over the same period of the prior year, mainly due to an decrease in net financial result that was affected by: a) R$ 1.5 billion increase YoY in gross debt, excluding IFRS 16, due to new debt contracts, acquisitions and the SoftBank investment and, b) depreciation of Brazilian Reais vs US Dollars in the period that affected our cash position in US Dollars and c) the fx rate difference between the signing of Softbank transaction and the internalization of the proceeds, that with point b) resulted in a R$28.6 million foreign exchange loss.
For the six months ended June 30, 2021, Adjusted Net Income totaled 225.1 million, an increase of 1.8% compared to the same period from the prior year, mainly affected by the semester net financial result, as explained above.
| Table 7: Adjusted Net Income | |||||||
| (in thousands of R$) | For the three months period ended June 30, | For the six months period ended June 30, | |||||
| 2021 | 2020 | % Chg | 2021 | 2020 | % Chg | ||
| Net income | 21,945 | 63,886 | -65.6% | 135,293 | 167,556 | -19.3% | |
| Amortization of customer relationships and trademark (1) | 13,667 | 12,515 | 9.2% | 27,984 | 24,416 | 14.6% | |
| Share-based compensation | 11,093 | 6,157 | 80.2% | 25,102 | 14,597 | 72.0% | |
| Non-recurring expenses: | 18,404 | 7,002 | 162.8% | 36,718 | 14,471 | 153.7% | |
| - Integration of new companies (2) | 4,514 | 1,862 | 142.4% | 7,536 | 4,982 | 51.3% | |
| - M&A advisory and due diligence (3) | 1,745 | 2,886 | -39.5% | 3,556 | 5,636 | -36.9% | |
| - Expansion projects (4) | 2,163 | 1,308 | 65.4% | 3,390 | 2,091 | 62.1% | |
| - Restructuring expenses (5) | 868 | 946 | -8.2% | 4,918 | 1,762 | 179.1% | |
| - Mandatory Discounts in Tuition Fees(6) | 9,114 | - | n.a. | 17,318 | - | n.a. | |
| Adjusted Net Income | 65,109 | 89,560 | -27.3% | 225,097 | 221,040 | 1.8% | |
| Basic earnings per share - R$ (7) | 0.18 | 0.82 | -78.0% | 1.34 | 1.74 | -23.0% | |
| (1) Consists of amortization of customer relationships and trademark recorded under business combinations. | |||||||
| (2) Consists of expenses related to the integration of newly acquired companies. | |||||||
| (3) Consists of expenses related to professional and consultant fees in connection with due diligence services for our M&A transactions. | |||||||
| (4) Consists of expenses related to professional and consultant fees in connection with the opening of new campuses. | |||||||
| (5) Consists of expenses related to the employee redundancies in connection with the organizational restructuring of our acquired companies. | |||||||
| (6) Consists of mandatory discounts in tuition fees granted by state decrees, individual/collective legal proceedings and public civil proceedings due COVID 19 on site classes restriction and excludes recognized revenuethat relates to discounts that were granted in 2H2020, but were invoiced in 1H21, based on the Supreme Court decision that was released in December 28, 2020. | |||||||
| (7) Basic earnings per share: Net Income/Total number of shares. | |||||||
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Cash and Debt Position
For the six-month period ended June 30, 2021, Afya reported Adjusted Cash Flow from Operations of R$ 343.2 million, up from R$ 201.8 million in same period of the previous year, an increase of 70.0% YoY.
Operating Cash Conversion Ratio for the six-month period ended June 30, 2021 was 103.5%, compared with 82.6% in same period of the previous year. This increase was mainly due to the reduction in trade receivables change that was mainly affected by the end of the grace period of overdue tuition, that was given to some students during 2020.
| Table 8: Operating Cash Conversion Ratio Reconciliation | For the six months period ended June 30, | ||
| (in thousands of R$) | Considering the adoption of IFRS 16 | ||
| 2021 | 2020 | % Chg | |
| (a) Cash flow from operations | 320,515 | 189,417 | 69.2% |
| (b) Income taxes paid | 22,667 | 12,397 | 82.8% |
| (c) = (a) + (b) Adjusted cash flow from operations | 343,182 | 201,814 | 70.0% |
| (d) Adjusted EBITDA | 368,309 | 258,796 | 42.3% |
| (e) Non-recurring expenses: | 36,718 | 14,471 | |
| - Integration of new companies (1) | 7,536 | 4,982 | 51.3% |
| - M&A advisory and due diligence(2) | 3,556 | 5,636 | -36.9% |
| - Expansion projects (3) | 3,390 | 2,091 | 62.1% |
| - Restructuring Expenses (4) | 4,918 | 1,762 | 179.1% |
| - Mandatory Discounts in Tuition Fees(5) | 17,318 | - | - |
| (f) = (d) - (e) Adjusted EBITDA ex- non-recurring expenses | 331,591 | 244,325 | 35.7% |
| (g) = (a) / (f) Operating cash conversion ratio | 103.5% | 82.6% | 2090 bps |
| (1) Consists of expenses related to the integration of newly acquired companies. | |||
| (2) Consists of expenses related to professional and consultant fees in connection with due diligence services for M&A transactions. | |||
| (3) Consists of expenses related to professional and consultant fees in connection with the opening of new campuses. | |||
| (4) Consists of expenses related to the employee redundancies in connection with the organizational restructuring of acquired companies. | |||
| (5) Consists of mandatory discounts in tuition fees granted by state decrees and individual/collective legal proceedings and public civil proceedings due COVID 19 on site classes restriction and excludes recognized revenuethat relates to discounts that were granted in 2H2020, but were invoiced in 1H21, based on the Supreme Court decision that was released in December 28, 2020. | |||
Cash and cash equivalents in June 30, 2021 were R$ 1.4 billion, representing an 36.3% increase when compared to December,2020 position.
On June 30, 2021, net debt, excluding the effect of IFRS 16, totaled R$ 582.7 million, compared with a net debt of R$ 166.9 million on December 31, 2020, mainly due to the closing of UNIFIPMoc and FipGuanambi acquisition in June, 2021, that was paid in cash in the amount of R$ 328.9 million.
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| Table 9: Cash and Debt Position | |||||
| (in thousands of R$) | |||||
| 2Q21 | FY2020 | % Chg | 2Q20 | % Chg | |
| (+) Cash and Cash Equivalents | 1,424,718 | 1,045,042 | 36.3% | 1,041,462 | 36.8% |
| Cash and Bank Deposits | 49,528 | 57,729 | -14.2% | 25,433 | 94.7% |
| Cash Equivalents | 1,375,190 | 987,313 | 39.3% | 1,016,029 | 35.3% |
| (-) Loans and Financing | 1,466,621 | 617,485 | 137.5% | 61,402 | 2288.6% |
| Current | 117,679 | 107,162 | 9.8% | 42,094 | 179.6% |
| Non-Current | 1,348,942 | 510,323 | 164.3% | 19,308 | 6886.4% |
| (-) Accounts Payable to Selling Shareholders | 466,663 | 518,240 | -10.0% | 395,446 | 18.0% |
| Current | 210,350 | 188,420 | 11.6% | 149,879 | 40.3% |
| Non-Current | 256,313 | 329,820 | -22.3% | 245,567 | 4.4% |
| (-) Other Short and Long Term Obligations | 74,138 | 76,181 | -2.7% | 17,710 | 318.6% |
| (=) Net Debt (Cash) excluding IFRS 16 | 582,704 | 166,864 | 249.2% | (566,904) | -129.4% |
| (-) Lease Liabilities | 583,545 | 447,703 | 30.3% | 394,240 | 13.6% |
| Current | 80,302 | 61,976 | 29.6% | 46,920 | 32.1% |
| Non-Current | 503,243 | 385,727 | 30.5% | 347,320 | 11.1% |
| Net Debt (Cash) with IFRS 16 | 1,166,249 | 614,567 | 89.8% | (172,664) | n/a |
ESG Metrics
ESG commitment is an important part of Afya’s strategy and permeates the Company’s core values. Afya has been advancing year after year on its core pillars and, going forward, ESG metrics will be disclosed in the Company’s quarterly financial results.
In August 2021, Afya assumed a voluntary commitment to have at least 50% of women in its management positions by 2030. In addition, Afya announced that was certificated by Women on Board, an independent initiative whose purpose is to acknowledge value and promote corporate environments in which women are part of the board of directors. The company voluntarily committed to continue having at least two women as board members.
| Table 10: ESG Metrics | 2Q21 | 1Q21 | 2020 | 2019 | |
| # | Governance and Employee Management | ||||
| 1 | Number of employees | 6,806 | 6,012 | 6,100 | 3,369 |
| 2 | Percentage of female employees | 55% | 55% | 55% | 57% |
| 3 | Percentage of female employees in the board of directors | 18% | 18% | 18% | 22% |
| 4 | Percentage of independent member in the board of directors | 36% | 36% | 36% | 22% |
| Environmental | |||||
| 4 | Total energy consumption (kWh) | 1,493,572 | 1,877,353 | 6,428,382 | 5,928,450 |
| 4.1 | Consumption per campus | 57,445 | 69,532 | 257,135 | 395,230 |
| 5 | % supplied by distribution companies | 85.19% | 90.0% | 87.4% | 96.2% |
| 6 | % supplied by other sources | 14.81% | 10.0% | 12.6% | 3.8% |
| 7 | Greenhouse gas emissions (tons) | 82.6 | 99 | 397 | 445 |
| Social | |||||
| 8 | Number of free clinical consultations offered by Afya | 93,802 | 62,096 | 427,184 | 270,000 |
| 9 | Number of physicians graduated in Afya's campuses | 13,002 | n.a | 12,691 | 8,306 |
| 10 | Number of students with financing and scholarship programs (FIES and PROUNI) | 5,995 | 5,789 | 4,999 | 2,808 |
| 11 | % of the undergraduate students | 13.7% | 15.9% | 13.7% | 11.7% |
| 12 | Hospital and clinics partnership | 443 | 432 | 432 | 60 |
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7. Conference Call and Webcast Information
When: August 26, 2021 at 05:00 p.m. ET.
| Who: |
Mr. Virgilio Gibbon, Chief Executive Officer Mr. Luis André Blanco, Chief Financial Officer Ms. Renata Costa Couto, Director of Investor Relations |
Dial-in: Brazil: +55 11 4632 2237 or +55 11 4680 6788 or +55 11 4700 9668 or +55 21 3958 7888 or +55 11 4632 2236
United States: +1 929 205 6099 or +1 301 715 8592 or +1 312 626 6799 or +1 669 900 6833 or +1 253 215 8782 or +1 346 248 7799
Webinar ID: 917 8709 8699
Other Numbers: https://afya.zoom.us/u/acDLWOMthN
OR
Webcast: https://afya.zoom.us/j/91787098699
Webinar ID: 917 8709 8699
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8. About Afya Limited (Nasdaq: AFYA)
Afya is the leading medical education group in Brazil based on number of medical school seats. It delivers an end-to-end physician-centric ecosystem that serves and empowers students to be lifelong medical learners, from the moment they enroll as medical students, through their medical residency preparation, graduate program, and continuing medical education activities. Afya also offers content and clinical decision applications for healthcare professionals through its products WhiteBook, Nursebook and Portal PEBMED. For more information, please visit www.afya.com.br.
9. Forward – Looking Statements
This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, which statements involve substantial risks and uncertainties. All statements other than statements of historical fact could be deemed forward looking, and include risks and uncertainties related to statements about our competition; our ability to attract, upsell and retain students; our ability to increase tuition prices and prep course fees; our ability to anticipate and meet the evolving needs of students and professors; our ability to source and successfully integrate acquisitions; general market, political, economic, and business conditions; and our financial targets such as revenue, share count and IFRS and non-IFRS financial measures including gross margin, operating margin, net income (loss) per diluted share, and free cash flow. Forward-looking statements by their nature address matters that are, to different degrees, uncertain, such as statements about the potential impacts of the COVID-19 pandemic on our business operations, financial results and financial position and the Brazilian economy.
The Company undertakes no obligation to update any forward-looking statements made in this press release to reflect events or circumstances after the date of this press release or to reflect new information or the occurrence of unanticipated events, except as required by law. The achievement or success of the matters covered by such forward-looking statements involves known and unknown risks, uncertainties and assumptions. If any such risks or uncertainties materialize or if any of the assumptions prove incorrect, our results could differ materially from the results expressed or implied by the forward-looking statements we make. Readers should not rely upon forward-looking statements as predictions of future events. Forward-looking statements represent management’s beliefs and assumptions only as of the date such statements are made. Further information on these and other factors that could affect the Company’s financial results are included in the filings made with the United States Securities and Exchange Commission (SEC) from time to time, including the section titled “Risk Factors” in the most recent Rule 434(b) prospectus. These documents are available on the SEC Filings section of the investor relations section of our website at: https://ir.afya.com.br/.
10. Non-GAAP Financial Measures
To supplement the Company's consolidated financial statements, which are prepared and presented in accordance with International Financial Reporting Standards as issued by the International Accounting Standards Board—IASB, Afya uses Adjusted EBITDA and Operating Cash Conversion Ratio information, which are non-GAAP financial measures, for the convenience of investors. A non-GAAP financial measure is generally defined as one that intends to measure financial performance but excludes or includes amounts that would not be equally adjusted in the most comparable GAAP measure.
Afya calculates Adjusted EBITDA as net income plus/minus net financial result plus income taxes expense plus depreciation and amortization plus interest received on late payments of monthly tuition fees, plus share-based compensation plus/minus share of income of associate plus/minus non-recurring expenses. The calculation of Adjusted Net Income is net income plus amortization of customer relationships and trademark, plus share-based compensation. We calculate Operating Cash Conversion Ratio as the cash flow from operations, adjusted with income taxes paid divided by Adjusted EBITDA plus/minus non-recurring expenses.
Management presents Adjusted EBITDA, because it believes these measures provide investors with a supplemental measure of financial performance of the core operations that facilitates period-to-period comparisons on a consistent basis. Afya also presents Operating Cash Conversion Ratio because it believes this measure provides investors with a measure of how efficiently the Company converts EBITDA into cash. The non-GAAP financial measures described in this prospectus are not a substitute for the IFRS measures of earnings. Additionally, calculations of Adjusted EBITDA and Operating Cash Conversion Ratio may be different from the calculations used by other companies, including competitors in the education services industry, and therefore, Afya’s measures may not be comparable to those of other companies.
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11. Investor Relations Contact
Renata Couto, Director of Investor Relations
Phone: +55 31 3515.7564 | +55 31 98463.3341
E-mail: renata.couto@afya.com.br
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12. Financial Tables
Consolidated statements of income
For the three and six months period ended June 30, 2021 and 2020
(In thousands of Brazilian Reais, except earnings per share)
| Three-month period ended | Six-month period ended | |||||||
| June 30, 2021 | June 30, 2020 | June 30, 2021 | June 30, 2020 | |||||
| (unaudited) | (unaudited) | (unaudited) | (unaudited) | |||||
| Net revenue | 372,374 | 274,211 | 766,725 | 546,515 | ||||
| Cost of services | (144,459) | (106,683) | (270,951) | (195,934) | ||||
| Gross profit | 227,915 | 167,528 | 495,774 | 350,581 | ||||
| General and administrative expenses | (135,184) | (90,039) | (265,588) | (176,762) | ||||
| Other (expenses) income, net | 113 | (689) | 1,298 | (748) | ||||
| Operating income | 92,844 | 76,800 | 231,484 | 173,071 | ||||
| Finance income | 12,428 | 13,954 | 22,250 | 42,780 | ||||
| Finance expenses | (80,855) | (23,130) | (110,534) | (40,802) | ||||
| Finance result | (68,427) | (9,176) | (88,284) | 1,978 | ||||
| Share of income of associate | 2,383 | 2,603 | 5,622 | 4,905 | ||||
| Income before income taxes | 26,800 | 70,227 | 148,822 | 179,954 | ||||
| Income taxes expenses | (4,855) | (6,341) | (13,529) | (12,398) | ||||
| Net income | 21,945 | 63,886 | 135,293 | 167,556 | ||||
| Other comprehensive income | - | - | - | - | ||||
| Total comprehensive income | 21,945 | 63,886 | 135,293 | 167,556 | ||||
| Income attributable to | ||||||||
| Equity holders of the parent | 17,237 | 60,679 | 125,327 | 160,495 | ||||
| Non-controlling interests | 4,708 | 3,207 | 9,966 | 7,061 | ||||
| 21,945 | 63,886 | 135,293 | 167,556 | |||||
| Basic earnings per share | ||||||||
| Per common share | 0.18 | 0.65 | 1.34 | 1.74 | ||||
|
Diluted earnings per share Per common share |
0.18 | 0.65 | 1.33 | 1.73 | ||||
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Consolidated balance sheets - For the six month period ended June 30, 2021 and for the twelve month period ended December, 31 2020
(In thousands of Brazilian Reais)
| June 30, 2021 | December 31, 2020 | |||
| Assets | (unaudited) | |||
| Current assets | ||||
| Cash and cash equivalents | 1,424,718 | 1,045,042 | ||
| Financial investments | 3,152 | - | ||
| Trade receivables | 332,393 | 302,317 | ||
| Inventories | 8,535 | 7,509 | ||
| Recoverable taxes | 26,467 | 21,019 | ||
| Other assets | 22,557 | 29,614 | ||
| Total current assets | 1,817,822 | 1,405,501 | ||
| Non-current assets | ||||
| Restricted cash | - | 2,053 | ||
| Trade receivables | 26,061 | 7,627 | ||
| Other assets | 99,494 | 74,037 | ||
| Investment in associate | 51,261 | 51,410 | ||
| Property and equipment | 329,330 | 260,381 | ||
| Right-of-use assets | 544,984 | 419,074 | ||
| Intangible assets | 3,112,982 | 2,573,010 | ||
| Total non-current assets | 4,164,112 | 3,387,592 | ||
| Total assets | 5,981,934 | 4,793,093 | ||
| Liabilities | ||||
| Current liabilities | ||||
| Trade payables | 41,490 | 35,743 | ||
| Loans and financing | 117,679 | 107,162 | ||
| Lease liabilities | 80,302 | 61,976 | ||
| Accounts payable to selling shareholders | 210,350 | 188,420 | ||
| Notes payable | 12,303 | 10,503 | ||
| Advances from customers | 75,292 | 63,839 | ||
| Labor and social obligations | 117,342 | 77,855 | ||
| Taxes payable | 29,482 | 32,976 | ||
| Income taxes payable | 4,637 | 4,574 | ||
| Other liabilities | 13,851 | 6,331 | ||
| Total current liabilities | 702,728 | 589,379 | ||
| Non-current liabilities | ||||
| Loans and financing | 1,348,942 | 510,323 | ||
| Lease liabilities | 503,243 | 385,727 | ||
| Accounts payable to selling shareholders | 256,313 | 329,820 | ||
| Notes payable | 61,835 | 65,678 | ||
| Taxes payable | 18,562 | 21,425 | ||
| Provision for legal proceedings | 70,195 | 53,139 | ||
| Other liabilities | 3,305 | 3,822 | ||
| Total non-current liabilities | 2,262,395 | 1,369,934 | ||
| Total liabilities | 2,965,123 | 1,959,313 | ||
| Equity | ||||
| Share capital | 17 | 17 | ||
| Additional paid-in capital | 2,382,816 | 2,323,488 | ||
| Share-based compensation reserve | 75,826 | 50,724 | ||
| Treasury stock | (26,075) | - | ||
| Retained earnings | 533,318 | 407,991 | ||
| Equity attributable to equity holders of the parent | 2,965,902 | 2,782,220 | ||
| Non-controlling interests | 50,909 | 51,560 | ||
| Total equity | 3,016,811 | 2,833,780 | ||
| Total liabilities and equity | 5,981,934 | 4,793,093 |
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Consolidated statements of cash flow - For six month period ended June 30, 2021 and 2020
(In thousands of Brazilian Reais)
| June 30, 2021 | June 30, 2020 | |||||
| (unaudited) | (unaudited) | |||||
| Operating activities | ||||||
| Income before income taxes | 148,822 | 179,954 | ||||
| Adjustments to reconcile income before income taxes | ||||||
| Depreciation and amortization | 66,915 | 51,330 | ||||
| Disposals of property and equipment | 748 | - | ||||
| Allowance for doubtful accounts | 20,509 | 13,953 | ||||
| Share-based compensation expense | 25,102 | 14,597 | ||||
| Net foreign exchange differences | 24,622 | (14) | ||||
| Net (gain) loss on derivatives | - | (19,430) | ||||
| Accrued interest | 34,075 | 11,017 | ||||
| Accrued lease interest | 29,213 | 20,428 | ||||
| Share of income of associate | (5,622) | (4,905) | ||||
| Provision for legal proceedings | 4,241 | 1,183 | ||||
| Changes in assets and liabilities | ||||||
| Trade receivables | (34,668) | (104,831) | ||||
| Inventories | (1,026) | (976) | ||||
| Recoverable taxes | (4,065) | (11,464) | ||||
| Other assets | (5,256) | 2,940 | ||||
| Trade payables | 4,128 | 996 | ||||
| Taxes payables | 1,697 | 10,214 | ||||
| Advances from customers | 103 | (13,317) | ||||
| Labor and social obligations | 32,379 | 39,605 | ||||
| Other liabilities | 1,265 | 10,534 | ||||
| 343,182 | 201,814 | |||||
| Income taxes paid | (22,667) | (12,397) | ||||
| Net cash flows from operating activities | 320,515 | 189,417 | ||||
| Investing activities | ||||||
| Acquisition of property and equipment | (58,132) | (37,583) | ||||
| Acquisition of intangibles assets | (22,825) | (7,766) | ||||
| Dividends received | 5,771 | - | ||||
| Restricted cash | 4,951 | 3,870 | ||||
| Payments of notes payable | (5,288) | (1,611) | ||||
| Acquisition of subsidiaries, net of cash acquired | (547,529) | (307,935) | ||||
| Net cash flows used in investing activities | (623,052) | (351,025) | ||||
| Financing activities | ||||||
| Payments of loans and financing | (12,952) | (99,096) | ||||
| Issuance of loans and financing | 809,539 | 911 | ||||
| Payments of lease liabilities | (37,888) | (25,538) | ||||
| Treasury Stock | (64,752) | - | ||||
| Capital increase | - | - | ||||
| Share-based compensation plan receipts | 23,505 | - | ||||
| Proceeds from issuance of common shares | - | 389,170 | ||||
| Shares issuance cost | - | (19,704) | ||||
| Dividends paid to non-controlling interests | (10,617) | (5,770) | ||||
| Net cash flows from financing activities | 706,835 | 239,973 | ||||
| Net foreign exchange differences | (24,622) | 19,888 | ||||
| Net increase in cash and cash equivalents | 379,676 | 98,253 | ||||
| Cash and cash equivalents at the beginning of the period | 1,045,042 | 943,209 | ||||
| Cash and cash equivalents at the end of the period | 1,424,718 | 1,041,462 | ||||
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Reconciliation between Net Income and Adjusted EBITDA
| Reconciliation between Adjusted EBITDA and Net Income | |||||||
| (in thousands of R$) | |||||||
| For the three months period ended June 30, | For the six months period ended June 30, | ||||||
| 2021 | 2020 | % Chg | 2021 | 2020 | % Chg | ||
| Net income | 21,945 | 63,886 | -65.6% | 135,293 | 167,556 | -19.3% | |
| Net financial result | 68,427 | 9,176 | 645.7% | 88,284 | (1,978) | n.a. | |
| Income taxes expense | 4,855 | 6,341 | -23.4% | 13,529 | 12,398 | 9.1% | |
| Depreciation and amortization | 35,264 | 26,383 | 33.7% | 66,915 | 51,330 | 30.4% | |
| Interest received (1) | 3,053 | 1,810 | 68.7% | 8,090 | 5,327 | 51.9% | |
| Income share associate | (2,383) | (2,603) | -8.5% | (5,622) | (4,905) | 14.6% | |
| Share-based compensation | 11,093 | 6,157 | 80.2% | 25,102 | 14,597 | 72.0% | |
| Non-recurring expenses: | 18,404 | 7,002 | 162.8% | 36,718 | 14,471 | 153.7% | |
| - Integration of new companies (2) | 4,514 | 1,862 | 142.4% | 7,536 | 4,982 | 51.3% | |
| - M&A advisory and due diligence (3) | 1,745 | 2,886 | -39.5% | 3,556 | 5,636 | -36.9% | |
| - Expansion projects (4) | 2,163 | 1,308 | 65.4% | 3,390 | 2,091 | 62.1% | |
| - Restructuring expenses (5) | 868 | 946 | -8.2% | 4,918 | 1,762 | 179.1% | |
| - Mandatory Discounts in Tuition Fees(6) | 9,114 | - | n.a. | 17,318 | - | n.a. | |
| Adjusted EBITDA | 160,658 | 118,152 | 36.0% | 368,309 | 258,796 | 42.3% | |
| Adjusted EBITDA Margin | 42.1% | 43.1% | -100 bps | 47.0% | 47.4% | -40 bps | |
| (1) Represents the interest received on late payments of monthly tuition fees. | |||||||
| (2) Consists of expenses related to the integration of newly acquired companies. | |||||||
| (3) Consists of expenses related to professional and consultant fees in connection with due diligence services for our M&A transactions. | |||||||
| (4) Consists of expenses related to professional and consultant fees in connection with the opening of new campuses. | |||||||
| (5) Consists of expenses related to the employee redundancies in connection with the organizational restructuring of our acquired companies. | |||||||
| (6) Consists of mandatory discounts in tuition fees granted by state decrees and individual/collective legal proceedings due COVID 19 on site classes restriction and excludes recognized revenuethat relates to discounts that were granted in 2H2020, but were invoiced in 1H21, based on the Supreme Court decision that was released in December 28, 2020. | |||||||
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