Chennai-based edtech company Veranda Learning has received approval from its Board of Directors to formally demerge its commerce division as part of its Veranda 2.0 strategy.
The move, first revealed earlier this year, is part of a broader plan to separate the company’s four verticals, including vocational training, K-12, and government test preparation, and list each as an independent company on the stock exchange, Suresh Kalpathi, Executive Director and Chairman of Veranda Learning, told YourStory in a recent conversation.
While Veranda 1.0 focused on building its foundation through acquisitions and expanding both offline and online, Veranda 2.0 is centred on improving performance and delivering direct value to investors, according to him.
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Last week, the company, after receiving approval from its restructuring committee, announced plans to divest its vocational training division, which includes Brain4ce Education Solutions, Veranda Management Learning Solutions, and Six Phrase Edutech.
Veranda had acquired a 76% stake in JK Shah Classes for Rs 337.82 crore in October 2022 and had planned to acquire the remaining 24% this year.
Moving forward, the company purchased the remaining equity stake held by Prof. J.K. Shah in Veranda XL Learning Solutions Pvt Ltd, the principal company in its commerce portfolio. This acquisition made Veranda XL a wholly owned subsidiary, simplifying the group structure and setting the stage for the demerger.
The newly formed entity has been named J.K. Shah Commerce Education Limited and will serve as the platform for all future operations of the commerce vertical. It will consolidate Veranda’s commerce education brands, including J.K. Shah Classes, BB Virtuals, Navkar Digital Institute, Tapasya College of Commerce, and Logic School of Management, offering test preparation for CA, CS, CMA, and ACCA aspirants across India and overseas.
Prof. J.K. Shah will retain an economic interest in the new entity and serve as its Chairman and CEO. He noted that the new structure brings together some of the “strongest names in commerce test preparation” under one umbrella.
The commerce vertical is projected to see revenue growth, aiming to exceed Rs 1,000 crore by FY30 with a compound annual growth rate of 31%. Expansion into digital and hybrid delivery models is planned to improve reach and accessibility, the firm said.
Upon completion of the demerger, each shareholder of Veranda Learning will receive one share in J.K. Shah Commerce Education Limited. Subject to regulatory and statutory approvals, including those from the NCLT, the shares of the new entity are expected to be listed on NSE and BSE through the automatic listing route. The demerger and listing process is anticipated to take around 12 months.
“By creating J.K. Shah Commerce Education Limited as an independent entity, we are unlocking long-term value for our shareholders, while empowering the vertical to pursue accelerated growth in one of India’s most competitive education domains,” Kalpathi noted, commenting on the company’s recent announcement.
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Last month, a Rs 357-crore qualified institutional placement, of which 87% was used to repay high-interest debt, has helped the commerce vertical become debt-free, substantially deleveraging the group’s balance sheet.
Veranda is now operationally profitable. FY25 marked the conclusion of the first phase, with consolidated revenue reaching Rs 518.3 crore, up 40.1% year-on-year, and EBITDA rising to Rs 83.3 crore from Rs 62.3 crore in FY24.
Founded in 2018 by the Kalpathi AGS Group, Veranda Learning is a publicly listed education company that offers a range of training programmes for competitive exams as well as professional skilling and upskilling courses.
Edited by Jyoti Narayan
