Download the Prospectus
Pre Money Equity Valuation
$28,208,656
Min Raise
$6,000,000
Max Raise
$8,000,000
Estimated Close
2019-11-29
Issue Type
IPO
Lead Manager
Canaccord Genuity Patersons Ltd
Type of Securities
Options, Shares
Date First Lodged
05/11/2019
Offer Costs $
$2,211,891
Market Cap Max
$36,208,656
Key Executives
Kevin Barry (NEC), Adam Brimo (MD), Spiro Pappas (NED), David Buckingham (NED), Beverley Oliver (NED), Maya Hari (NED)
Company Address
Level 2, 235 Commonwealth Street Surry Hills NSW 2010
Exchange
ASX
1st Day VWAP
0.2
Chairman's Letter

Dear Investor,

On behalf of the Directors of OpenLearning Limited (Company), it is my pleasure to invite you to read this Prospectus and to offer you the opportunity to become a Shareholder in the Company.

Under this Prospectus, the Company is seeking to raise $6,000,000 through the issue of 30,000,000 Shares at an issue price of $0.20 per Share, with oversubscriptions of up to an additional $2,000,000 through the issue of up to an additional Shares at an issue price of $0.20 per Share.

The OL Group commenced operations in Australia in 2012, with an expansion into the South-East Asian market, initially into Malaysia in 2015 and into Singapore in 2018. The OL Group develops and operates an online education platform (OL Platform) on a software-as-a-service (SaaS) business model whose primary customers are education providers based in Australia and the South-East Asian markets (primarily Malaysia).

Education providers are attracted to the OL Platform because it is a turn-key solution that enables them to deliver both accredited and non-accredited courses and degrees entirely online without any specialised IT knowledge and at the same time, increase the quality of learning and teaching by following the OL Platform’s project-based, social learning approach. In addition, OL Platform’s growing database of users, now totalling 1.65m, and its increasing library of quality courses, have turned openlearning.com into a global marketplace for online education.

OL Group initially provided its platform for free to education institutions and the general public, and generated revenue by providing professional services to education providers in the area of learning design. In September 2017, OL Group began monetising the OL Platform through a SaaS business model by charging education providers an annual license, support and hosting fee to use the OL Platform.

OL Group’s outbound sales and partnership efforts have been focused on Education Providers (B2B) and the number of Providers subscribed to the OL Platform has increased from 6 in March 2018 to 55 at 30 September 2019. OL Group’s growth has accelerated since March 2019 when the OL Group introduced a paywall on the OL Platform, ending the free service it provided since inception. The fees paid by a Provider to OL Group are based on usage and therefore new clients start at a low rate with the expectation that fees will increase in line with usage.

Whilst still early in its growth and not yet profitable, the Board believes that the OL Platform operating as a SaaS model will drive growth in revenue and earnings for the OL Group. The Board believes these initiatives will position the OL Group to deliver strong growth and operating leverage for many years to come, and in excess of the structural growth which continues to underpin the online global education markets.

The Public Offer and listing on ASX will assist the OL Group to fund several of these growth opportunities, reward and incentivise senior management to drive the underlying growth of the business and to further develop the OL Platform. The expected $6,000,000 to of funds raised from the Public Offer should enable the OL Group to focus on strategic growth beyond the current size in the long term by increasing the sales team and its presence in both Australia and overseas markets. In addition, the funds raised under the Public Offer should provide the OL Group with the necessary working capital to enable senior management to solely focus on growing the underlying business whilst further enhancing the OL Platform.

This Prospectus contains detailed information about the Public Offer, the industries in which the OL Group operates and the OL Groups’ historical financial information. An investment in the Company is subject to a range of risks, including reduced growth in the Australian and offshore education markets; rapid growth risk, loss of customers; anticipated growth may not eventuate; the impact of competition; the performance and reliability of the OL Platform; foreign currency and other risks from offshore operations and the loss of key personnel.

For more information about the key risks associated with an investment in the Company see Section 8 of the Prospectus. You should also note that there can be no guarantee that the OL Group will achieve its stated objectives or that any forward-looking statements in the Prospectus will be realised or will otherwise eventuate. I encourage you to read this document carefully and in its entirety before making your investment decision.

On behalf of my fellow Directors, look forward to welcoming you as a Shareholder in OpenLearning Limited.

Yours faithfully,

Kevin Barry

Chairman