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UGRO Capital Acquires Profectus Capital in Ambitious ₹1,400 Crore Deal

UGRO Capital Acquires Profectus Capital in Ambitious ₹1,400 Crore Deal

UGRO Capital Acquires Profectus Capital in Ambitious ₹1,400 Crore Deal

Strategic acquisition aims to turbocharge MSME lending, expand reach, and boost profitability for UGRO Capital

Introduction: A Landmark Deal in Indian Lending
The Indian non-banking finance company (NBFC) landscape is witnessing a transformative moment as UGRO Capital, a data-tech-driven lender focused on MSMEs, moves to acquire Profectus Capital for ₹1,400 crore in cash. This acquisition is not just a scale-up; it’s a strategic leap that will reshape UGRO’s business profile, enhance its risk metrics, and accelerate its ambition to capture a larger share of the MSME lending market.

The Acquisition: Key Details and Rationale
• Deal Structure:
The all-cash transaction will see UGRO Capital purchase 100% of Profectus Capital’s shares from its current owners, including global private equity firm Actis. The consideration will be paid in a single tranche at closing, funded through a mix of UGRO’s recent equity raise and internal accruals.
• Scale and Reach:
Profectus brings a fully secured loan book of ₹3,468 crore, a 28-branch network across seven states, and a workforce of over 800 employees. The acquisition will increase UGRO’s consolidated assets under management (AUM) by 29% to ₹15,471 crore, while expanding its branch footprint to 263 locations.
• Financial Impact:
The deal is expected to add approximately ₹150 crore to UGRO’s annualized profits and deliver operational cost savings of ₹115 crore post-merger. The company anticipates an improvement in return on assets (ROA) by 0.6–0.7 percentage points, with projections to reach 3.5% in FY26 and 4.5% in FY27.

Why Profectus? Strategic Fit and Synergies
• Robust Portfolio:
Profectus has maintained steady growth, reporting a gross NPA of just 1.6% and a net NPA of 1.1% as of March 2025. Its focus on fully secured lending complements UGRO’s risk appetite and strengthens the overall loan book quality.
• Diverse Lender Network:
The acquisition gives UGRO access to Profectus’ relationships with private sector banks and development finance institutions, broadening its liability profile and funding options.
• Operational Efficiency:
With zero origination costs for the acquired portfolio and significant cost synergies, UGRO expects to unlock substantial value from the integration.
• Market Expansion:
The deal positions UGRO to accelerate growth in high-yield segments such as supply chain finance, machinery loans, and embedded finance. It also marks UGRO’s entry into school financing, a new vertical for the company.

Integration and Next Steps
Both companies will maintain independent operations and strategies during the integration phase, which is expected to last two to three months pending regulatory and shareholder approvals. UGRO plans a seamless transition to maximize synergies while preserving the strengths of both organizations.
UGRO’s founder and managing director, Shachindra Nath, emphasized that the acquisition leverages the company’s recent equity raise to achieve instant scale and operational efficiency. Profectus CEO K.V. Srinivasan highlighted the complementary nature of the businesses and the potential for greater profitability and efficiency.

Market Reaction and Industry Impact
The announcement has been well received by the market, with UGRO Capital’s shares rising sharply following the news. Analysts view the acquisition as a value-accretive move that positions UGRO as a major force in MSME lending, with improved profitability and a stronger risk profile.
This deal also signals a broader trend of consolidation and strategic expansion in the NBFC sector, as lenders seek scale, diversification, and operational efficiencies to navigate a competitive and evolving market landscape.

Conclusion: A New Chapter for UGRO Capital
UGRO Capital’s acquisition of Profectus Capital marks a watershed moment in its growth journey. By combining Profectus’ robust secured lending portfolio and branch network with UGRO’s data-driven approach and capital strength, the merged entity is poised to set new benchmarks in MSME lending. The deal not only enhances UGRO’s scale and profitability but also strengthens its foundation for sustainable, long-term growth in India’s dynamic financial sector.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

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UGRO Capital Acquires Profectus Capital in Ambitious ₹1,400 Crore Deal

UGRO Capital’s ₹400 Crore Rights Offering to Drive Growth in MSME Finance

UGRO Capital’s ₹400 Crore Rights Offering to Drive Growth in MSME Finance

Empowering Shareholders and Strengthening Growth in India’s MSME Finance Landscape

Introduction

UGRO Capital, a leading DataTech-driven non-banking financial company (NBFC) focused on micro, small, and medium enterprises (MSMEs), has unveiled plans for a significant capital infusion through a rights issue. The company aims to raise ₹400 crore by issuing new equity shares at ₹162 apiece, directly offering its existing shareholders the opportunity to participate in its next phase of growth. This move follows a robust fiscal year and a recent preferential issuance of ₹915 crore in compulsorily convertible debentures (CCDs), further solidifying UGRO’s financial foundation.

The Rights Issue: Structure and Rationale

Shareholder-Centric Approach
For every 189 shares owned, shareholders are entitled to purchase 50 new shares at ₹162 each. This pro-rata mechanism ensures that all public shareholders can maintain their stake and avoid dilution as the company expands its operations.
Pricing and Market Context
The issue price of ₹162 per share is notably below the recent market price, which stood at ₹177.45 on the Bombay Stock Exchange at the time of announcement. This pricing strategy is intended to make the offering attractive and accessible, reinforcing the company’s commitment to equitable participation and inclusive growth.

Key Dates and Process

Record and Subscription Periods
The subscription window will open on June 13 and close on June 20, 2025, with the possibility of an extension by up to 30 days if needed. This timeline provides shareholders with a clear and fair opportunity to participate in the capital raise.

Strategic Imperatives Behind the Fundraise

Scaling Up MSME Lending
UGRO Capital’s primary objective is to accelerate its lending to India’s underserved MSME sector. The company has been consistently adding ₹3,000 crore to its assets under management (AUM) annually, reflecting strong demand for its tailored credit solutions. The fresh capital from the rights issue will enable UGRO to further scale its asset book and expand its national footprint.
Strengthening DataTech Edge
As a DataTech-driven NBFC, UGRO Capital leverages advanced analytics and digital platforms to assess creditworthiness and streamline loan disbursement. The capital injection will fund continued technology upgrades, improving both operational performance and customer satisfaction.

Institutional Confidence and Management Commitment

Backing from Global and Domestic Investors
The rights issue has already attracted strong commitments from both institutional and internal stakeholders. Significantly, IFU has committed ₹150 cr, with UGRO’s promoters, promoter group, and employees together pledging ₹34 cr.
This robust backing underscores the confidence that both external and internal investors have in UGRO’s growth strategy.
Management’s Vision
Shachindra Nath, Founder and Managing Director of UGRO Capital, highlighted that this fundraising is crucial for sustaining the company’s expansion trajectory.
By offering shareholders the same price as institutional investors, UGRO is ensuring that all stakeholders can participate in the company’s future success.

Financial Performance and Growth Trajectory

Record Growth in FY25
UGRO Capital’s financial results for fiscal year 2024–25 highlight a period of remarkable expansion. The company’s AUM surged to ₹12,003 crore, while its profit before tax more than doubled to ₹203 crore. This performance reflects both the strength of its business model and the growing demand for MSME finance in India.
Healthy Capital Adequacy
Despite rapid growth, UGRO has maintained a healthy capital adequacy ratio, ensuring that it remains well-positioned to meet regulatory requirements and continue its expansion. The rights issue will further bolster this ratio, providing additional headroom for future lending.

The Broader Impact on India’s MSME Sector

Addressing the Credit Gap
India’s MSME sector is widely recognized as the backbone of the economy, yet it continues to face a significant credit gap. UGRO Capital’s focus on leveraging technology to serve this segment is helping to bridge this gap, enabling more small businesses to access timely and affordable finance.
Supporting Economic Recovery and Job Creation
By expanding its lending capacity, UGRO Capital is contributing to broader economic recovery and job creation. MSMEs play a critical role in employment generation, and improved access to finance can unlock their potential to drive inclusive growth.

Looking Ahead: Future Plans and Ambitions

Market Share Targets
UGRO Capital aims to secure a 1% share of India’s MSME lending market within the next three years.
Achieving this target will require continued investment in technology, talent, and distribution networks—all of which will be supported by the proceeds from the rights issue.
Innovation and Partnerships
The company is also exploring new partnerships and innovative product offerings to further differentiate itself in the competitive NBFC landscape. By staying at the forefront of DataTech and customer-centric solutions, UGRO aims to solidify its position as a leader in MSME finance.

Conclusion

UGRO Capital’s ₹400 crore rights issue represents a significant milestone in the company’s growth trajectory.
By empowering existing shareholders to participate in its growth, UGRO is reinforcing its commitment to inclusive finance and sustainable expansion. The strong backing from institutional and internal investors, coupled with robust financial performance and a clear strategic vision, positions UGRO Capital for continued success in India’s dynamic MSME lending market.

 

 

 

 

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