Veranda Learning Solutions has announced a significant move towards deleveraging its subsidiary, Veranda XL Learning Solutions Private Limited (VXL). The company plans to redeem Non-Convertible Debentures (NCDs) worth ₹346.14 crore issued by VXL to Ascertis Credit (formerly Barings Private Equity Asia) in March and April 2024.

Strategic Debt Reduction

The redemption of NCDs will be funded primarily through the proceeds of Veranda Learning Solutions' recent Qualified Institutional Placement (QIP), which raised ₹357.42 crore. This strategic move is part of the company's initiative to make its commerce vertical debt-free and reduce high-cost debt.

Mohasin Khan SP, Chief Financial Officer of Veranda Learning Solutions, commented on this development: "We are pleased to share a significant milestone in our journey toward becoming a leaner, more agile organization. This marks the first step in our strategic initiative to make the commerce vertical debt-free and unlock value for our shareholders. By retiring high-cost debt, we have not only strengthened our financial position but also created additional headroom to invest in innovation and future growth."

Potential Demerger and Listing

In a related development, Veranda Learning Solutions' restructuring committee has recommended a proposal for the demerger and listing of a debt-free commerce vertical. This new entity would be under the leadership of Mr. J.K Shah. The company's Board of Directors is scheduled to meet on July 28, 2025, to discuss this matter further.

Financial Prudence and Future Growth

The debt redemption move reflects Veranda Learning Solutions' commitment to disciplined execution and financial prudence. By reducing its debt burden, the company aims to create long-term value for all stakeholders and position itself for future growth opportunities.

Veranda Learning Solutions, established in 2018 by the Kalpathi AGS Group, has quickly grown into a prominent, publicly listed education company. With a diverse portfolio spanning schools, colleges, test preparation, study abroad programs, and software upskilling, the company has established a strong nationwide presence.

As Veranda Learning Solutions continues to focus on responsible capital deployment, it remains committed to strengthening its operational performance, technological infrastructure, and learner outcomes across all its verticals.

Note: This article contains forward-looking statements based on current beliefs and expectations of the management. Actual results may differ due to various risks and uncertainties.

Veranda Learning Solutions Limited , a prominent player in the education technology sector, has announced a series of strategic moves aimed at restructuring its business operations and enhancing shareholder value. The company's board is set to meet on July 28, 2025, to consider and potentially approve several significant proposals.

Key Restructuring Proposals

The restructuring committee of Veranda Learning Solutions has recommended three major initiatives:

1. Debt-Free Commerce Vertical: The company plans to utilize proceeds from its recent Qualified Institutional Placement (QIP) to redeem non-convertible debentures issued by its subsidiary, Veranda XL Learning Solutions Private Limited. This move is expected to make the Commerce vertical debt-free.

2. Demerger of Commerce Business: Veranda Learning Solutions is considering a demerger of its Commerce vertical. The resulting entity is proposed to be listed through an automatic listing route, allowing it to pursue an independent strategic and operational trajectory.

3. Acquisition of Remaining Stake in Veranda XL: The company intends to acquire the remaining 24.00% equity stake held by Mr. J.K. Shah in Veranda XL, making it a wholly-owned subsidiary. This acquisition aims to streamline the group structure and facilitate the proposed restructuring.

Leadership and Future Plans

Post-demerger, the Commerce vertical will continue under the leadership of Mr. J.K. Shah, who currently heads this division. Mr. Shah is expected to maintain an economic interest in the business, ensuring continuity in management.

Additional Considerations

The board meeting on July 28 will also consider:

• Issuance of securities on a preferential basis to one or more persons, subject to regulatory approvals and shareholder consent.
• Incorporation of a wholly-owned subsidiary to facilitate the proposed reorganization.

As these strategic moves unfold, investors and market watchers will be keenly observing how Veranda Learning Solutions reshapes its business structure to drive growth and create value in the competitive edtech landscape.