Durrant Pate/Contributor

In an Our Today news follow up……E-learning company Edufocal Limited is changing its name to Walstron Limited and has hinted at a share-for-debt swap to cut its financial albatross, which is weighing down the company.

Last week we reported that its current liabilities far exceeded its current assets with the latest audited financial statements for the half year ended June 30, 2026 showing current liabilities of $214.4 million exceeding current assets of $45.5 million. This reflects almost a 5:1 liabilities/assets ratio.

Our Today can confirm that the company, co-founded and run by Gordon Swaby, approved a number of resolutions at its reconvened Annual General Meeting held virtually last Friday, September 25, 2026. Two of those resolutions are crucial to the future of the company.

Crucial resolutions approved

The first one calls for the name to be changed and its purpose amended from an education technology business to a diversified holding company operating across education technology, technology, commerce, properties and real estate.” The other deals with a debt-for-share swap.

The approved resolution reads, ”….the Directors may issue unissued shares in the capital of the company and allot them for purposes of providing ownership interests in the company, to key partners, executives, legal advisors and/or other employees of the Company and/or its subsidiaries, as compensation for services and/or for valuable consideration provided to the company and/or its subsidiaries by such key partners, executives, legal advisors, and/or other employees, in each case as the Directors may determine within their discretion. 

This is in an attempt to give the company, which is well in need of capital injection, some breathing space to manoeuvre its financial strangulation.  Finance costs have grown to $7.0 million, exceeding operating profit of $2.8 million, with the June quarter closing with a net loss of $4.3 million.

Losses climbing

For the half year, the net loss was $4.0 million, up from $0.8 million in 2025. Shareholders’ equity was a deficit of $166.9 million. The management is not comfortable with this position but has assured shareholders that the company continues to operate with the support of its lenders and creditors. In order to address this strangling debt problem, Edu-Focal’s Board has approved a recapitalisation plan designed to address it directly.

The recapitalisation has two main parts, the first of which is a land-for-shares transaction, under which the company will acquire land assets in exchange for newly issued shares. This transaction is at an advanced stage, with attorneys for all parties reviewing final documents, and with execution set for the fourth quarter of 2026, subject to final documentation and regulatory approvals.

The second part is a restructuring of the company’s debt, including the conversion of a portion of its liabilities into equity.