SBICAP Trustee Company Limited has disclosed the acquisition of pledged shares in Veranda Learning Solutions Limited under SEBI Takeover Regulations. The trustee company submitted formal disclosure to BSE Limited, National Stock Exchange of India Limited, and the company on March 2, 2026, regarding its role as Share Pledge Trustee for City Union Bank Limited.

Share Pledge Acquisition Details

SBICAP Trustee Company Limited acquired 30,00,000 pledged equity shares representing 3.13% of Veranda Learning Solutions' total share capital. The acquisition was made in the trustee's capacity as Share Pledge Trustee for the benefit of City Union Bank Limited as the lender.

Regulatory Compliance Framework

The disclosure was made pursuant to Regulation 29(1) of SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011. SBICAP Trustee Company Limited confirmed it does not belong to the promoter or promoter group of Veranda Learning Solutions Limited.

Trustee Role and Banking Arrangement

SBICAP Trustee Company Limited acts as the Share Pledge Trustee, holding the pledged shares as security for City Union Bank Limited's lending facility. The trustee company operates from its registered office in Mumbai and branch office in Chennai, functioning as a group company of SBI.

The pledged shares serve as collateral security for credit facilities extended to Veranda Learning Solutions Limited. Prior to this acquisition, SBICAP Trustee Company Limited held no shares or voting rights in the target company.

Share Capital Structure Impact

The share pledge does not alter the total equity share capital of Veranda Learning Solutions Limited, which remains at 9,57,31,679 equity shares of ₹10 each. The pledged shares represent encumbrance over existing equity shares rather than new share issuance.

The disclosure confirms compliance with regulatory requirements for substantial acquisition reporting, ensuring transparency in share pledge arrangements between the company, lenders, and security trustees.

Veranda Learning Solutions Limited has announced the successful completion of premature redemption of non-convertible debentures (NCDs) worth ₹125 crores on February 26, 2026. The redemption involved both the parent company and its wholly owned subsidiary, Veranda Race Learning Solutions Private Limited (VRACE), in a strategic debt management initiative.

Redemption Details

The redemption covered senior, secured, redeemable, unlisted NCDs from both entities, with all debentures being fully redeemed ahead of their scheduled maturity date. The transaction was completed on February 26, 2026, at 8.33 P.M (I.S.T), demonstrating the company's commitment to efficient debt management.

Financial Impact

The premature redemption represents a significant financial milestone for Veranda Learning Solutions. The parent company redeemed 2,500 NCDs worth ₹25 crores, while subsidiary VRACE redeemed 10,000 NCDs valued at ₹100 crores. Following the redemption, the outstanding amount for both entities stands at nil, indicating complete settlement of these debt instruments.

Redemption Structure

Both redemptions were classified as premature redemptions, with the companies choosing to settle their obligations approximately three years ahead of the original maturity date of February 01, 2029. The last interest payment for both entities was made on February 01, 2026, just prior to the redemption date.

Regulatory Compliance

The redemption was disclosed under Regulation 30 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015. The company has ensured full transparency by hosting the information on its official website and notifying both BSE Limited and National Stock Exchange of India Limited about this corporate action.

This strategic debt redemption reflects Veranda Learning Solutions' strong financial position and proactive approach to capital structure optimization, positioning the company favorably for future growth initiatives.