Hinduja Leyland Finance’s Reverse Merger Explained | 3 Failed IPO Attempts & Stock Market Listing

This video breaks down the strategic move by Hinduja Leyland Finance (HLF) to enter the stock market via a reverse merger after three failed attempts at an IPO. Instead of a traditional public offering, the NBFC is merging with the already-listed entity NDL Ventures Limited (formerly NXTDIGITAL).

Key Highlights of the Merger

• Structure: HLF will be absorbed into NDL Ventures, making it a listed entity without a fresh IPO.
• Swap Ratio: The merger features a 25:10 share swap ratio, meaning HLF shareholders receive 25 NDL Ventures shares for every 10 shares of HLF they hold.
• Current Status: The deal has received majority approval from NDL Ventures shareholders and is moving forward through regulatory processes.

Business Overview & Strengths

• Core Business: HLF is a leading, RBI-registered NBFC that has evolved from focusing solely on Ashok Leyland vehicle financing to a diversified lender, including housing finance and other segments.
• Strategic Moat: Its close ties with the Hinduja Group and Ashok Leyland provide a massive advantage in customer acquisition.
• Market Presence: HLF has built a strong network in rural and semi-urban areas, which helps mitigate risks and supports consistent growth.
• Financials: The company has demonstrated robust growth, with a rising AUM of over ₹44,000 crore (as of Q3 FY26) and consistent increases in revenue and profit.

While the company shows strong growth momentum, the video advises investors to remain cautious regarding asset quality, credit costs, and the execution risks inherent in integrating with a listed entity.