VERANDANSEOctober 30, 2025

Veranda Learning Solutions Limited

8,757words
124turns
11analyst exchanges
4executives
Management on call
Suresh Kalpathi
CHAIRMAN & EXECUTIVE DIRECTOR, VERANDA LEARNING SOLUTIONS LIMITED
Aditya Malik
CHIEF OPERATING OFFICER, VERANDA LEARNING SOLUTIONS LIMITED
Mohasin Khan
CHIEF FINANCIAL OFFICER, VERANDA LEARNING SOLUTIONS LIMITED
Soumya Chhajed
GO INDIA ADVISORS
Key numbers — 40 extracted
19%
um. Our Q2 and H1 FY '26 performance has been exceptional with top line and bottom line growth of 19% and 182% year-on-year in Q2, and 20% and 148% year-on-year when you look at the overall H1 number
182%
Q2 and H1 FY '26 performance has been exceptional with top line and bottom line growth of 19% and 182% year-on-year in Q2, and 20% and 148% year-on-year when you look at the overall H1 numbers, unders
20%
has been exceptional with top line and bottom line growth of 19% and 182% year-on-year in Q2, and 20% and 148% year-on-year when you look at the overall H1 numbers, underscoring the success of our co
148%
exceptional with top line and bottom line growth of 19% and 182% year-on-year in Q2, and 20% and 148% year-on-year when you look at the overall H1 numbers, underscoring the success of our continued f
rs,
% and 182% year-on-year in Q2, and 20% and 148% year-on-year when you look at the overall H1 numbers, underscoring the success of our continued focus on operational excellence and strategic expansion.
2 lakh
holders and enable independent scaling of both businesses. Collectively, they train annually over 2 lakh students, many are rankers since 2016, with a dominant presence across Western and Southern India
Rs. 350 crore
ate as a debt-free entity with full operational autonomy and an expected FY '26 revenue of nearly Rs. 350 crores and an EBITDA of about Rs. 140 crores. Existing shareholders will receive 1 share of JKSC for ev
Rs. 140 crore
erational autonomy and an expected FY '26 revenue of nearly Rs. 350 crores and an EBITDA of about Rs. 140 crores. Existing shareholders will receive 1 share of JKSC for every Veranda share they hold, ensuring
50%
ed arrangement. SNVA EduTech will issue shares to Veranda and its subsidiaries, giving us a joint 50% stake in the new entity. This strategic realignment marks a leap forward under Veranda 2.0, sharp
Rs. 250 crore
hnology, data science, cybersecurity and AI domains. The new entity is projected to generate over Rs. 250 crores in revenue by FY '26, growing at a CAGR of 25%, with EBITDA exceeding Rs. 60 crores. \Over time,
25%
ew entity is projected to generate over Rs. 250 crores in revenue by FY '26, growing at a CAGR of 25%, with EBITDA exceeding Rs. 60 crores. \Over time, it will pursue a separate public listing to unl
Rs. 60 crore
enerate over Rs. 250 crores in revenue by FY '26, growing at a CAGR of 25%, with EBITDA exceeding Rs. 60 crores. \Over time, it will pursue a separate public listing to unlock further shareholder value. This
Guidance — 20 items
Suresh Kalpathi
opening
“250 crores in revenue by FY '26, growing at a CAGR of 25%, with EBITDA exceeding Rs.”
Suresh Kalpathi
opening
“For Q3 going forward, our efforts will include enhancing faculty capabilities, driving digital-led admissions, strengthening partnerships with universities and corporates, introducing high-value courses and optimizing marketing across all our functions.”
Suresh Kalpathi
opening
“With these initiatives, we aim to deliver robust growth, improve operational efficiency and create sustained value across verticals.”
Mohasin Khan
opening
“Cash flows and collections continue to be robust, and we are confident of achieving the revenue guidance of Rs.”
Mohasin Khan
opening
“So, this is the guidance, and we are on track on achieving the numbers.”
Rehan Saiyyed
qa
“So, you have indicated a 12-month time line for JKSC listing, so what are the two, three execution risks do you think which could stretch this time line beyond guidance?”
Suresh Kalpathi
qa
“We have received a couple of further questions which are being answered and hopefully will be sent out before the end of this week.”
Suresh Kalpathi
qa
“So, we expect to be able to get that by last week of December, which is about three months from the time we file.”
Suresh Kalpathi
qa
“That's the sort of time line we have indicated where we should expect to see it listed traded around June last week, July first week.”
Mohasin Khan
qa
“So, we hope that this process will be smooth.”
Risks & concerns — 3 flagged
My question is, the government test preparation segment performance remains weak with revenue declining 28.8% year-on-year basis.
— Aditya Rawal
20 lakh type of billing that you do on a per school basis to provide content and curriculum and faculty support, the cycle time it takes for us to receive the money has been some cause of concern, ability to collect from schools.
— Suresh Kalpathi
Our only concern there is the receivables and the cycle time it takes to collect the money.
— Suresh Kalpathi
Q&A — 11 exchanges
Q
Thank you for giving me the opportunity. Sir, my first question is around the demerger time line that you have showed. So, you have indicated a 12-month time line for JKSC listing, so what are the two, three execution risks do you think which could stretch this time line beyond guidance?
Suresh Kalpathi
This is Suresh. Mohasin, I will give some background, you could give the specifics. The demerger scheme was filed during the last week of September. After the filing, we have already received the first set of questions from both the exchanges, which have been duly answered and sent back to them. We have received a couple of further questions which are being answered and hopefully will be sent out before the end of this week. So, from the perspective of having filed the scheme September last week, the responses we have got and the rewards that we have done and the frequency and the timeliness o
Q
Sir, my question is regarding the managed school segment. Just wanted to know, why has the academic side degrown? And why are we seeing impact on the EBITDA margin?
Suresh Kalpathi
As far as our academic business is concerned, it largely comes from about 5,400 students that we have. And these are students who study across five CBSE schools and two Cambridge International Schools. That's currently what's the size of the business. There is a plan to add more schools going forward into the future. The revenue streams that we get from our K-12 segment is largely steady state across months, except for the cycle of admission that happened significantly during Q1. And then, of course, we have a blip of admission that happens during Q2, smaller admissions that happened in Q2. Be
Q
Firstly, congratulations on a great set of numbers, sir. I just wanted to know, sir, just one small clarification. I think in the guidance that you mentioned, could you just repeat that? It was Rs. 650 crores in revenue and what was about EBITDA and PAT, sir?
Mohasin Khan
Rs. 180 crores, sir, EBITDA, and Rs. 70 crores PAT. Okay. This would be the reported numbers, right, not like --? After IndAS adjustment. After IndAS adjustment, that's fair sir. And sir, just wanted to know like, so next year we will see the benefit completely of the lower finance cost because of our QIP raise. So, I just wanted to know currently so any kind of guidance you want to give for FY '27, sir? So, for FY '27, basis our reported numbers, I think one of the key changes that will happen is we will start reporting as two independent entities as we had mentioned. So, we expect the listin
Q
First question is regarding, how will the management rationalize the corporate overheads and the shared cost between Veranda and newly demerged J.K. Shah Commerce entity?
Mohasin Khan
Yes. So, there has been reduction in the corporate cost rationalization, sir, actually. For example, when compared to last financial year, we had Rs. 24 crores of corporate costs annually, which has been reduced to Rs. 15 crores already, which means that all the rationalization of corporate costs has been happened. And also, we have moved all the respective finance teams, management to the respective segment verticals. So, most of the corporate cost sitting now is like a management level, which will be absorbed by the respective segments on a revenue sharing or a cost plus markup basis, which
Q
My question is, the government test preparation segment performance remains weak with revenue declining 28.8% year-on-year basis. So, please elaborate on this question.
Mohasin Khan
Academic or you are saying governmental? Sorry, government has increased quarter-on-quarter from 33% to 35%, stagnated. Academic is the one which has been reduced. Academic because I think, as Suresh explained, because of the admission season, it's a skewed business. Otherwise, our academic government test prep has been increased from last Q1 23% to Q2 to 33%, 43% uptick, because of the notifications in Q1 the deferred revenue has been come to Q2. Okay, thank you.
Q
Athar Syed here from Smartsync Services. Thank you for the opportunity. I have one question related to this. Like how many colleges do we have under the name of Tapasya?
Suresh Kalpathi
Aditya, you want to take it? Yes, I will take that. So, we have 15 campuses as of now, 15 colleges split between Hyderabad and Bangalore, offering junior college as well as degree courses in these two cities. And about this enrollment program, I have a question like you mentioned in your press release, we got many students from word of mouth. So, do we have this refer and earn program like if one student refer another student, so they will also get some benefit. And if yes, how much benefit they will get from us? So, that, yes, we run referral programs across all our businesses. In fact, as yo
Q
Okay. Thank you so much.
Management
Q
Thank you for the opportunity. Sir, I just had some questions related to the academic portion. Sir, we did have plans to add about probably four, five schools per annum. So, I mean, what actually didn't work out why we were not actually able to add schools? And since we are targeting 10 schools, that's increasing it by another three more schools, what's led to the reduction in the number of school adds? And will this be more on the CBSE side or on the Cambridge board side?
Suresh Kalpathi
So, the plan is to add more of CBSE schools than Cambridge schools. The plan continues to be there to add more schools. I think the only pivot that we are doing is we have been in conversation with a couple of REITs who are willing to fund our expansion into larger schools based on a REIT model. And so it is currently being evaluated to understand which one is the best approach. For instance the difference is, the approach through a REIT will allow us to set up larger schools. The plan is to use the existing schools and expand in zones around it. So, if we have seven schools, we will probably
Q
Sir, this is regarding exceptional items which you mentioned regarding those Rs. 90 crores. Is it related to the sale, because you mentioned that vocational is 50% joint stake does that mean like, for example, at the time of listing, we will also get a share of 2% to 1% at the time of listing. And this Rs. 90 crores, sorry I was not able to correlate between these two whether it is a cash flow or whether it is a one share that will be provided at the time of listing or 2:1 share. So, can you throw some light on this topic?
Mohasin Khan
Okay. So, the Rs. 90 crores which you are seeing is comprised of two things, Rs. 130 crores non- cash gain on account of vocational segment divesture. It was just an accounting on the consolidation books when we sold on divesture segments, a non-cash gain, which is one-time nature. And again, when we list it and we do the treasury stock accounting, that time to the MTM accounting. As of now, we are accounting that can be a 50% our share as associate accounting to next quarter. The accounting will be associate accounting. Those were my questions. Thank you.
Q
Thank you, sir. Since we are doing a plain vanilla 1:1 demerger of J.K. Shah, please tell me values of each part for calculation of gains for income tax purposes.
Mohasin Khan
Sorry, sir. Income tax purpose? Since we are doing a plain vanilla 1:1 demerger of J.K. Shah, please tell me values of each part. I mean each entity which is getting created for calculation of long-term or short-term gains for income tax purpose. It's a tax neutral demerger which we are doing, because it satisfied the definition of 249 of Income Tax Act. The demerger is from the listed entity, which, I guess, we must have a vertical split. But each shareholder gets the split, he will get share in Veranda, and he will get the share in the J.K. Shah Commerce. So, J.K. Shah will be treated as zer
Q
Just wanted to know the trend of how the revenue recognition going quarter-on-quarter basis. And just need a elaboration on Slide 11 of the last presentation.
Mohasin Khan
I think the revenue recognition, I think we spoke, sir. I think on the deferment, there is a revenue recognition skewed basis. So, I think based on the recognition whenever admission happens, collection-wise it will be better off. But on the revenue recognition, it will be over the next three, four months period. And coming to your slide query, one second, sir, I need to open it. That was the guidance number, sir, which I was saying to the team, I think we will achieving Rs. 650 crores of top line with EBITDA of Rs. 180 crores after rent and Rs. 70 crores of PAT, sir. So, that is both thoughtf
Speaking time
Mohasin Khan
33
Suresh Kalpathi
18
Moderator
13
Vimal Modi
10
Deepesh Sancheti
9
Darshil Jhaveri
8
Athar Syed
7
Isha Agarwal
6
Aditya Malik
5
Rehan Saiyyed
3
Opening remarks
Soumya Chhajed
Good day, everyone. And welcome to the Q2 & H1 FY '26 Conference Con-Call of Veranda Learning Solutions Limited. We have on call with us Mr. Suresh Kalpathi – the Chairman and Executive Director, Mr. Aditya Malik – the Chief Operating Officer, and Mr. Mohasin Khan – the Chief Financial Officer. We must remind you that the discussion on today's call may include certain forward-looking statements and must be therefore viewed in conjunction with the risks pertaining to the business. I now request the Management to take us through the recent business update, post that, we will open the floor for Q&A. Thank you, and over to you, sir.
Suresh Kalpathi
Thank you. Good morning, everyone, and thank you for joining us today. On behalf of our entire Leadership Team, we truly appreciate your continued engagement and confidence in Veranda Learning Solutions. Today's discussion is crucial as it marks a defining inflection point in our growth journey. We are not only sharing quarterly updates but also walking you through a strategic realignment that positions Veranda for sustained profitability, sharper focus and a global expansion under our Veranda 2.0 framework. So, we have completed half year with strong momentum, focused on scaling student enrollments, expanding course offerings and launching new programs, both online and offline across the spectrum. Our Q2 and H1 FY '26 performance has been exceptional with top line and bottom line growth of 19% and 182% year-on-year in Q2, and 20% and 148% year-on-year when you look at the overall H1 numbers, underscoring the success of our continued focus on operational excellence and strategic expans
Mohasin Khan
Thank you, Suresh sir. Good afternoon, everyone. So, let me walk you through the financial impact as it has been a key area of interest. All of our segments continue to scale rapidly. To this thing, enrollments have grown from 61,000 to nearly 1 lakh this quarter compared to last quarter, with collections of around Rs. 173 crores compared to Rs. 137 crores in last quarter. Financially, our revenue for the quarter stood at Rs. 127 crores, up 20% year-on-year. Gross profit was Rs. 78 crores, translating to a margin of 61%, an improvement of 60 basis points. EBITDA came in at Rs. 48 crores, leading to a reported PAT of Rs. 97 crores for the current quarter. Despite a few one-time adjustments this quarter for the above divestment-related things, we maintain a positive trajectory with an adjusted PAT of Rs. 23.3 crores, up 185% year-on- year. This shows our continuous PAT positive quarter. And our balance sheet remains strong with Rs. 224 crores of debt outstanding at an average interest co
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