Veranda Learning Solutions Limited — Investor Presentation 2023

Dec 8, 2023

==> picture [169 x 40] intentionally omitted <==

Veranda Learning Solutions Limited

08[th] December 2023

To The Secretary BSE Limited Phiroze Jeejeebhoy Towers, Dalal Street, Mumbai - 400 001 Scrip Code: 543514

To The Manager, Listing Department, National Stock Exchange of India Limited Exchange Plaza, C-1, G Block, Bandra-Kurla Complex, Bandra (East), Mumbai – 400 051 Scrip Code: VERANDA

Sub: Intimation Under regulation 30(6) of SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015.

In Continuation of our earlier intimation dated 6[th] December 2023, the Company participated in the 19th Edition of Market Marvel Event organized by Phillip Capital on Friday 8[th] December 2023 in Mumbai and presented the recent developments, future strategies and key milestones of the Company to the Investors/ Analysts. A copy of the presentation shared with the Investors/Analysts is enclosed herewith.

This information will also be hosted on the Company’s website at www.verandalearning.com.

Kindly take the same on record and display the same on the website of your exchange.

Thanking you, Yours faithfully, For Veranda Learning Solutions Limited

M Digitally signed by M ANANTHARAMAKRISH ANANTHARAMAKRISHNAN Date: 2023.12.08 15:52:44 NAN +05'30'

M Anantharamakrishnan Company Secretary & Compliance Officer M. No: ACS-7187

==> picture [310 x 138] intentionally omitted <==

contact@verandalearning.com www.verandalearning.com

==> picture [8 x 10] intentionally omitted <==

+91 44 4296 7777

==> picture [7 x 11] intentionally omitted <==

• 34, Thirumalai Road, T Nagar, Chennai, Tamil Nadu 600 017

CIN: L74999TN2018PLC125880

==> picture [780 x 397] intentionally omitted <==

Veranda Learning Solutions – Outlook Dec 2023

==> picture [107 x 36] intentionally omitted <==

Veranda Learning | Integrated learning solutions in online and offline mediums…

==> picture [90 x 28] intentionally omitted <==

Veranda Learning Overview				Key Operational Metrics
▪Incorporated on Nov 20, 2018, Veranda is amulti-product Education companythat delivers its courses online, offline and in hybrid format ▪Company has started its business operations in Dec’20 by acquiring content of Chennai RACE ▪Offers diversified and integrated learning solutions in online, offline blend and offline hybridto Students and Learners ▪Course material available in Tamil, Telugu, Malayalam, Kannada, English and Hindi Multilingual ▪Engagement withPDCs& Pan India Coverage ▪Internationalfootprint in Canada, USA, and UK Geog. Presence ▪Infrastructure facility with technology service providers like ZOHO, Amazon Web and Testpress, etc. 15 Studios 400K+ Students trained in H1FY 2024 100+ Total Courses Offered 220 + PDCs Signed up across 18 states Products / Services VLS Consolidated – Quarterly Op Revenue Trends (INR Cr.) 30 37 48 49 71 110 Q3 FY22 Q2 FY23 Q3 FY23 Q4 FY23 Q1 FY24 Q2 FY24
		VLS Consolidated – Quarterly Op Revenue Trends (INR Cr.)
			30 37 48 49 71 110 Q3 FY22 Q2 FY23 Q3 FY23 Q4 FY23 Q1 FY24 Q2 FY24

==> picture [292 x 177] intentionally omitted <==

----- Start of picture text -----

VLS Consolidated – Quarterly Op Revenue Trends (INR Cr.)
110
71
49
48
37
30
Q3 FY22 Q2 FY23 Q3 FY23 Q4 FY23 Q1 FY24 Q2 FY24
----- End of picture text -----

▪ 15 recording studios

State-of-the-art Infrastructure

2

…with a strong promoter group & an established track record in the EdTech sector…

==> picture [90 x 28] intentionally omitted <==

Kalpathi Group Overview

Established Track Record in Franchisee Rollouts

• The Kalpathi AGS Group is promoted by Kalpathi S. Aghoram, Kalpathi S. Ganesh and Kalpathi S. Suresh.

• The group has owned various businesses over the last 30 years.

• It built one of the world’s largest education networks for vocational training in the private sector under the brands of SSI / Aptech

• Founded AGS Entertainment in 2003, a production house and later ventured into film exhibition via AGS Cinemas

• Group companies were listed in the NSE, BSE and London Stock Exchange

==> picture [115 x 48] intentionally omitted <==

==> picture [79 x 45] intentionally omitted <==

• Pioneer in the education business – built one of the largest vocational training / education networks under the SSI brand

• SSI had successfully acquired and integrated numerous businesses including Aptech’s Training division

• From 2 centres in 1995, at the time of exit, SSI had ~3,000 centers across India, Southeast Asia and Africa; market capitalization of USD 500 Mn

• Group Net Worth: c. INR 2,000 crores (c. $270m)

• Divested its stake in SSI in 2005, to a consortium of shareholders including Mr. Rakesh Jhunjhunwala and Mr. Radhakishan Damani

Promoter Background

==> picture [78 x 115] intentionally omitted <==

Kalpathi S Suresh

Chairman & Executive Director

• He holds a B.Tech. from IIT Madras and M.S. from Clemson University

• • Experienced in software development, education, business purchase and integration

• • Selected for the ‘Outstanding Entrepreneur of the Year’ in 1999 by Ernst & Young, India

==> picture [102 x 115] intentionally omitted <==

• He holds a Bachelor’s Degree in Commerce from the University of Madras

He has decades of experience in finance, education, information technology, entertainment

• He was elected and served as Vice President in TNCA and BCCI

Kalpathi S Aghoram

Kalpathi S Ganesh Non-Executive

Vice-Chairman & Non-Executive Director

Director

• He holds a Bachelor’s Degree of Applied Science from Anna University and also holds a Master’s Degree in Software Systems Branch from BITS, Pilani

• He has decades of experience in finance, education, information technology, entertainment

3

…and with operations being led by an experienced management team

==> picture [90 x 28] intentionally omitted <==

==> picture [67 x 60] intentionally omitted <==

Aditya Malik CEO –Higher ED

• MBA with a work Exp of 28 years. with Education experience of 8 yrs.

• Past Exp with ANZ Grindlays, Bank Of America, American Express, GE, Talently

==> picture [62 x 66] intentionally omitted <==

Bharat Seeman CEO - Veranda IAS

• 10+ years of experience in business leadership

• Master’s degree Technology from Anna University

==> picture [57 x 67] intentionally omitted <==

JK Shah

Executive Chairman

• 38+ years of proven industry experience in leading and managing CA coaching classes

==> picture [63 x 71] intentionally omitted <==

==> picture [55 x 66] intentionally omitted <==

Praveen Kumar

Pravin Menon Chief Marketing Officer

President, Corporate Strategy

• 26+ years of experience in ▪ 25+ years of experience in

• marketing in EdTech, Media cross border acquisitions and

• and Publishing businesses pre-acquisition process in

• ▪ M&A 4

• Previously worked with Worldwide Media, Vikatan, ▪ Previously worked with SSI

• Bennet Coleman and and Deloitte Haskins and

• Network Digitech Sells

==> picture [60 x 65] intentionally omitted <==

==> picture [63 x 66] intentionally omitted <==

==> picture [72 x 65] intentionally omitted <==

==> picture [61 x 66] intentionally omitted <==

==> picture [65 x 58] intentionally omitted <==

Rajesh Pankaj Chief Product Officer

Santoshkumar P CEO - Veranda Race

Saradha Govindarajan Chief Financial Officer

Vineet Chaturvedi CEO Edureka

Vivek Sapre Chief HR Officer

• 30+ years of industry ▪ 7+ years of experience in experience spanning operations management at technology, education and Veranda RACE content development ▪

• MBA from Illinois Tech Stuart

• ▪ Previously worked with School of Business and Pearson, MPS, HCL Master’s degree from Great TalentCare, Everon Education Lakes Institute and Hurix

• 11+ years of experience in the areas of Finance, Strategy and Operations

• Previously led Qube Cinemas and Dr. Agarwal’s Eye Hospital as CFO & SVP, Strategy & Operations

• 17+ years of experience in ▪ 16+ years leadership role in building several large-scale HR and Managerial Roles of data driven platforms of Strategic Significance scale

• Previously worked with

• ▪ Held several leading NeoGrowth ,E&Y and L&T positions at Edureka Finance . including Sales, Marketing

4

Growth Strategy | Summary

==> picture [90 x 28] intentionally omitted <==

==> picture [633 x 238] intentionally omitted <==

----- Start of picture text -----

1 Acquire strong legacy brands with established track record and proven sustainable outcomes
2 Build on Acquisitions and expand presence through franchisee network & strategic partnerships
3 D Deepen the presence through technology
----- End of picture text -----

Strong brand recall of Veranda & targets with superior content and with the flexibility of offline/online/blended model to cement Veranda as the platform of choice

5

Existing Ecosystem

==> picture [90 x 28] intentionally omitted <==

==> picture [780 x 447] intentionally omitted <==

----- Start of picture text -----

Residential
Campuses
Skills
Training
Mainstream School Post Upskilling /
Education (K-12) Graduation Graduation Continuing
Education
Test Prep +
Employability
----- End of picture text -----

During school+ During UG

After UG

During UG

Consolidated Financial Overview – Existing Business

==> picture [90 x 28] intentionally omitted <==

(All numbers in INR crores)

Veranda Consolidated (Pro-forma)	Revenue	Revenue	Revenue	Revenue	EBITDA	EBITDA	EBITDA	EBITDA
	FY23	FY24E	FY25E	FY26E	FY23	FY24E	FY25E	FY26E
Veranda Race and IAS	50.0	92.1	111.8	136.3	-1.4	15.6	22.8	31.6
Edureka(B2C,B2B,PGP,ELC)	79.7	106.1	133.8	164.1	-16.4	10.8	16.2	21.9
Veranda Higher Education	0.7	37.6	86.5	142.2	-9.6	-5.6	6.6	22.3
JK Shah	90.0	150.0	190.0	230.0	24.0	48.0	60.0	75.0
Acquisitions closed in Jul 23	64.9	107.9	144.1	199.1	16.1	35.0	56.3	83.9
Corporate Cost					-20.0	-20.0	-22.0	-24.0
Total	285.3	493.7	666.2	871.7	-7.3	83.8	139.9	210.7

7

Proposed Ecosystem

==> picture [90 x 28] intentionally omitted <==

==> picture [780 x 420] intentionally omitted <==

----- Start of picture text -----

Residential
Campuses
Language
Skills Training
Training
Mainstream School Post Upskilling /
Education (K-12) Graduation Study Abroad Graduation Continuing
Education
Managed
Managed
Schools Colleges
Test Prep +
Employability
IIT JEE/NEET
----- End of picture text -----

Proposed Acquisitions During school+ During UG During UG After UG

Financial Overview – Consolidated

==> picture [90 x 28] intentionally omitted <==

(All numbers in INR crores)

Veranda Pro-Forma Existing	Revenue	Revenue	Revenue	Revenue	EBITDA	EBITDA	EBITDA	EBITDA
	FY23	FY24E	FY25E	FY26E	FY23	FY24E	FY25E	FY26E
Total	285.3	493.7	666.2	871.7	-7.3	83.8	139.9	210.7

Proposed Acquisitions Pro-forma	Revenue	Revenue	Revenue	Revenue	EBITDA	EBITDA	EBITDA	EBITDA
	FY23	FY24E	FY25E	FY26E	FY23	FY24E	FY25E	FY26E
Total	497.9	600.1	712.1	804.7	167.9	212.5	251.1	293.7

Veranda Pro-Forma incl acquisitions	Revenue	Revenue	Revenue	Revenue	EBITDA	EBITDA	EBITDA	EBITDA
	FY23	FY24E	FY25E	FY26E	FY23	FY24E	FY25E	FY26E
Total	783.2	1,093.8	1,378.3	1,676.4	160.6	296.3	391.0	504.4

==> picture [632 x 63] intentionally omitted <==

----- Start of picture text -----

Debt/EBITDA DSCR D/E
FY25
1.1 2.2 0.3
----- End of picture text -----

9

Assuming a funding scenario of INR 900 Cr in equity and INR 500 Cr in debt in FY25

THANK YOU