Afya Ltd (AFYA) SEC Filings

Afya Ltd (AFYA) reports that it is in early-stage discussions with Yduqs Participações S.A. regarding a potential business combination involving the two companies. Afya highlights that, as of now, no binding agreement, contract, commitment, or obligation has been entered into by either party or their shareholders or management teams.

The company emphasizes that there can be no assurance these preliminary discussions will lead to any agreement or transaction. Afya states it does not intend to comment further on the matter unless required by applicable law or if its Board considers additional disclosure appropriate, and it will inform shareholders of any material developments in line with U.S. securities laws and Nasdaq rules.

Afya Limited reported solid interim results for the six months ended June 30, 2026, with revenue of R$1,984,809 thousand, higher than R$1,855,760 thousand a year earlier. Net income rose to R$463,057 thousand, with net income attributable to owners of the company of R$454,137 thousand. Basic earnings per share reached R$5.10 (diluted R$5.06), compared with R$4.69 (diluted R$4.64) in the prior-year period.

Operating cash generation remained strong, with net cash from operating activities of R$797,839 thousand. Afya invested R$200,760 thousand, mainly in property, equipment and intangibles, and used R$713,605 thousand in financing activities, including R$314,882 thousand of dividends paid and R$133,011 thousand of share repurchases. Cash and cash equivalents were R$1,006,490 thousand at period-end.

The balance sheet shows total assets of R$9,326,633 thousand, equity of R$4,928,820 thousand and loans and financing of R$2,047,895 thousand. The Undergraduate segment remains the core business, contributing most of the R$1,984,809 thousand in consolidated revenue, while Continuing Education and Medical Practice Solutions provide additional growth. Afya benefited from the PROUNI tax incentive and recognized Pillar Two global minimum tax effects, resulting in an effective tax rate of 8.8% for the six-month period.

Afya Limited reported another period of growth for the quarter and first half ended June 30, 2026. For the second quarter, revenue reached R$972.1 million, up 5.7% year over year, while adjusted EBITDA was R$406.5 million, up 1.4%, with margin at 41.8%, down 180 bps. First-half revenue totaled R$1,984.8 million, a 7.0% increase, and adjusted EBITDA reached R$918.0 million, up 2.8%, with margin at 46.2%, down 190 bps.

Net income for the quarter was R$201.3 million, up 14.0%, and basic EPS rose 16.7% to R$2.22. For the first half, net income was R$463.1 million, up 6.8%, and EPS was R$5.10, up 8.6%. Undergraduate revenue in the first half grew 7.4% to R$1,762.2 million, supported by medical school revenue of R$1,499.4 million, a 3.9% increase in medical school net average ticket, and growth in medical (2.7%) and health sciences (18.0%) student bases.

Afya returned R$447.9 million to shareholders in the first half of 2026, including R$314.9 million in dividends and R$133.0 million in share repurchases, equivalent to 106% of first-half free cash flow to equity, while net debt ex-IFRS 16 remained broadly stable at R$1,394.0 million. The company reaffirmed its 2026 guidance, targeting revenue of R$3,950–4,100 million, adjusted EBITDA of R$1,700–1,800 million, and capex of R$340–380 million.

Doma Perpetual LO Equity Master Fund, organized in the Cayman Islands, reports beneficial ownership of 2,719,969 shares of Afya Ltd common stock. This represents 5.14% of Afya’s outstanding common shares. The fund has sole voting and sole dispositive power over all reported shares.

Afya Limited announced that, on July 27, 2026, Marcelo Ken Suhara was appointed Chair Member of its Audit, Risks and Ethics Committee. He already serves as an independent member of the Board of Directors, a member of this committee, and as the Audit Committee financial expert, and will continue in those roles while assuming the chair position.

He succeeds João Paulo Seibel de Faria, the prior chair and independent board member, whose passing prompted the change. Afya’s Board of Directors includes two co-chairmen (one representing Bertelsmann SE & Co. KGaA and one the Esteves family), one additional Esteves family member, two additional Bertelsmann representatives, and three independent members.

Afya Ltd vice president Junior Lelio de Souza reported an open-market sale of 36,204 Class A Common Shares on July 1, 2026. The shares were sold at a price of $15.00 per share. Following this transaction, he reported owning no Class A Common Shares directly.

Afya Ltd vice president Mirella Basolli Gomiero reported an open-market sale of 10,000 Class A common shares at $14.80 per share. After this transaction, she directly holds 34,530 Class A common shares.

Afya Ltd Vice President Junior Lelio de Souza sold 41,541 Class A common shares at $15.00 per share in an open-market transaction. After this sale, he directly holds 36,204 Class A common shares. This Form 4 reflects a sizable discretionary reduction while leaving a meaningful remaining stake.

Afya Limited reported the result of its Annual General Meeting held on June 22, 2026. Shareholders approved and ratified Afya’s financial statements for the fiscal year ended December 31, 2025, as set out in the Notice of Annual General Meeting dated June 2, 2026.

Afya describes itself as a leading medical education group in Brazil, offering an end-to-end, physician‑centric ecosystem that supports students and doctors from medical school admission through residency preparation, continuing education and medical practice solutions.