Malvern Intl Regulatory News (MLVN)

11 June 2018

Malvern International plc

(AIM: MLVN)

Result of Annual General Meeting

Result of General Meeting

Malvern International plc ("Malvern" or the "Company"), the global learning and skills development partner, announces that at the Annual General Meeting held earlier today, all resolutions were duly passed.

In addition, the Company announces that at the General Meeting also held today, all resolutions were duly passed, including resolutions to approve a sub-division of the existing share capital and the issue of the Placing Shares and the Consideration Shares, details of which were set out in a circular to shareholders dated 17 May 2018.

The Placing of 100,000,000 New Ordinary Shares at a price of 4p per Placing Share has raised £4 million, before expenses, for the Company. The net proceeds of the Fundraising are expected to be approximately £3.725 million. These proceeds will be applied in satisfying the cash consideration of £1.65 million due in respect of the acquisition of Communicate English Schools Limited. The balance of the proceeds will be used to support the future growth of the business.

The acquisition of Communicate English Schools Limited is expected to complete on 2 July 2018. Admission of the 13,800,000 Consideration Shares is expected to take place on 3 July 2018.

CG Corp and KSP Investments Pte Limited ("KSP"), the Company's two largest shareholders subscribed for 8,700,000 and 9,325,000 New Ordinary Shares respectively in the Placing. Each of CG Corp and KSP's participation in the Placing constitutes a related party transaction under Rule 13 of the AIM Rules. Sam Malafeh and Hock Kee Wee are the independent directors for the purposes of these transactions, and consider, having consulted with WH Ireland Limited, the Company's nominated adviser, that the terms of CG Corp and KSP's participation in the Placing are fair and reasonable insofar as the shareholders of the Company are concerned.

Application for admission to trading on AIM has been made in respect of the New Ordinary Shares arising from the Sub-division and the Placing, being in aggregate 214,188,333 Ordinary Shares of 1p each, and admission is expected to take place on 12 June 2018.

In accordance with the provisions of the Disclosure Guidance and Transparency Rules of the Financial Conduct Authority, the Company confirms that, following these issues, its issued share capital will comprise 214,188,333 Ordinary Shares of 1p each. All of these Ordinary Shares have equal voting rights and none of the Ordinary Shares are held in Treasury. The total number of voting rights in the Company will therefore be 214,188,333 on Admission. This figure may be used by shareholders as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change to their interest in, the share capital of the Company under the Disclosure Guidance and Transparency Rules.

This announcement should be read in conjunction with the full text of the Circular posted to Shareholders on 17 May 2018, copies of which are available on the Company's website at www.malverninternational.com. Capitalised terms in this announcement have the same meaning as given in the Circular.

This announcement includes inside information as defined in Article 7 of the Market Abuse Regulation No. 596/2014 and is disclosed in accordance with the Company's obligations under Article 17 of those Regulations.

Notes to Editors:

Malvern International is a global learning and skills development partner preparing students and learners to meet the demands of a professional life. Courses are delivered on sites in London, Singapore, and Malaysia; with the option of studying across multiple campus' over the duration of the same course; and online through the Malvern Online Academy - making step change education accessible while taking part in the learner's journey to success.

Courses include:

· Certificate, Diploma and pre-University programs;

· University degree and post-graduate programs;

· Courses for professional examinations;

· Tuition services for secondary school students and English language teaching.

Established in the 1980's and admitted to AIM in 2004, Malvern employs approximately 250 people and delivers a wide range of courses. Malvern's growth strategy is driven by organic growth initiatives complemented by strategic acquisitions. For further investor information go to www.malverninternational.com www.walbrookpr.com/malvern