Kurlon Enterprise Limited

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Kurl-On’s Transformation into Sheela Foam | What Happened to Kurlon Unlisted Shares?

Company: Kurlon Enterprise Limited
CIN: U36101MH2011PLC222657
ISIN: INE387W01025
Sector: Mattresses, Foam & Home Comfort
Status: Amalgamated / No Longer a Separate Company
Acquiring Company: Sheela Foam Limited
Brand: Kurl-On
Merger Effective: 2026
Exchange Ratio: 52 Sheela Foam shares for every 100 Kurlon Enterprise shares

⚠️ Important Update for Investors

Kurlon Enterprise Limited is no longer an active standalone investment opportunity.

A Composite Scheme of Arrangement involving Kurlon Enterprise Limited and its subsidiaries with Sheela Foam Limited was approved by the National Company Law Tribunal, Mumbai Bench, on 17 September 2025. The scheme subsequently became effective, and Kurlon Enterprise was amalgamated into Sheela Foam.

The transaction involved:

Kurlon Enterprise + Kurlon Retail + Komfort Universe + Belvedore International + Kanvas Concepts + Starship Value Chain

↓

Sheela Foam Limited

Consequently, Kurlon Enterprise shareholders received shares of Sheela Foam under the approved share-swap arrangement.

Share-Swap Ratio

Under the approved scheme:

100 Kurlon Enterprise shares → 52 Sheela Foam shares

The record date was 30 January 2026.

Sheela Foam allotted 4,88,146 equity shares to eligible Kurlon Enterprise shareholders on 3 February 2026.

Therefore, investors who previously held Kurlon Enterprise shares should now look at their Sheela Foam share entitlement, rather than treating Kurlon Enterprise as a continuing unlisted company.

What Happened to the Kurlon Business?

The important point is that the Kurl-On brand itself has not disappeared.

Instead, the brand has become part of the larger Sheela Foam platform.

Sheela Foam acquired Kurl-On in 2023 and subsequently integrated the business into its wider mattress, foam and home-comfort ecosystem.

Today, Kurl-On operates as one of the key consumer brands within Sheela Foam.

Sheela Foam describes Kurl-On as:

  • A leading brand in South and East India
  • India’s second-most recognised mattress and home-furnishing brand
  • Approximately 11% share of the Indian mattress market
  • More than 5,500 retail touchpoints
  • More than 500 exclusive brand outlets

Kurl-On Brand

Kurl-On has a history going back more than seven decades and became one of India’s best-known mattress and rubberised-coir brands.

The brand has historically been particularly strong in:

  • Rubberised coir mattresses
  • Foam mattresses
  • Spring mattresses
  • Pillows
  • Furniture
  • Home furnishings
  • Other sleep and comfort products

Its key competitive advantage has been its established brand recognition and distribution network.

Why Did Sheela Foam Merge Kurlon?

The merger was strategically designed to create a more integrated home-comfort business.

Previously:

Sheela Foam → Sleepwell

Kurl-On → Separate operating structure

After integration:

Sleepwell + Kurl-On + Foam Manufacturing + Retail + Distribution

This creates a larger platform with greater manufacturing scale, distribution reach and brand diversification.

Sheela Foam describes its business model as an integrated design → manufacturing → distribution → retail platform.

FY26 — The First Major Year of Integration

The financial results after integration provide an important indication of whether the Kurl-On acquisition is working.

Sheela Foam Consolidated FY26

ParticularFY25FY26
Revenue from Operations₹3,439 Cr₹3,821 Cr
EBITDA / PBITDA₹376 Cr₹448 Cr
Profit Before Tax₹103 Cr₹182 Cr
PAT₹90 Cr₹161 Cr
Operating Revenue Growth—~11%

Sheela Foam reported consolidated FY26 revenue of ₹3,820.84 crore and profit of ₹160.85 crore, compared with ₹3,439.20 crore revenue and ₹90.09 crore profit in FY25.

This represents approximately:

Revenue Growth: ~11%

PAT Growth: ~79%

The company has stated that FY26 was a year of realising the benefits of the Kurl-On acquisition and integration, with both Sleepwell and Kurl-On delivering strong growth.

EBITDA Improvement

One of the most encouraging developments is operating profitability.

FY26 consolidated profit before finance cost, depreciation and tax was:

₹447.64 Cr

versus:

₹375.90 Cr in FY25

Core EBITDA was reported at approximately ₹414 crore, up around 46% according to the company’s FY26 investor communication.

This suggests that the combined platform is beginning to benefit from:

  • Scale
  • Better product mix
  • Manufacturing efficiency
  • Integration synergies
  • Higher volumes
  • Operating leverage

Manufacturing & Distribution

The combined Sheela Foam platform has a significant manufacturing and distribution footprint.

The company currently highlights:

12+ manufacturing plants

and:

250+ distribution points

across different verticals.

The retail network exceeds:

5,500 exclusive outlets

with more than:

20,000 total touchpoints across India.

This is an important strategic advantage because mattress and home-comfort products are relatively bulky and distribution efficiency can materially affect economics.

Kurl-On’s Strategic Importance

Kurl-On gives Sheela Foam exposure to a different customer base and geographical strength.

The company specifically describes Kurl-On as having strong positioning in:

South India + East India

where natural-material mattresses and rubberised-coir products have traditionally had strong consumer acceptance.

This complements Sleepwell’s broader national presence.

Investment Thesis Has Changed

Before the merger, the investment thesis for Kurlon Enterprise was:

Buy Kurl-On shares in the unlisted market and potentially benefit from a future IPO / corporate transaction.

That thesis is now obsolete.

The new thesis is:

Kurl-On has become part of Sheela Foam, and the value creation opportunity now lies in the performance of the combined listed company.

This is an important distinction.

What Happened to Existing Kurlon Shareholders?

Existing eligible shareholders of Kurlon Enterprise received Sheela Foam shares based on the approved exchange ratio.

Example

Suppose an investor held:

1,000 Kurlon Enterprise shares

Under the 52:100 ratio:

1,000 × 52 / 100 = 520 Sheela Foam shares

Therefore:

1,000 Kurlon shares → 520 Sheela Foam shares

Fractional entitlements were handled under the scheme, including through a fractional-share trust.

Current Status

Kurlon Enterprise

❌ No longer a standalone company

Kurl-On Brand

✅ Active

Sheela Foam

✅ Active and listed

Kurlon Share Trading

❌ No continuing standalone Kurlon equity opportunity

New Investment Opportunity

Sheela Foam Limited

FY26 Sheela Foam Investment Snapshot

MetricFY26
Consolidated Revenue₹3,820.84 Cr
Consolidated PAT₹160.85 Cr
EBITDA/PBITDA₹447.64 Cr
Core EBITDA~₹414 Cr
Revenue Growth~11%
PAT Growth~79%
Kurl-OnIntegrated
SleepwellCore brand
Retail Touchpoints20,000+
Exclusive Outlets5,500+
Manufacturing Plants12+

Key Positives of the Combined Business

PositiveWhy It Matters
Kurl-On BrandStrong consumer recognition
Sleepwell BrandNational-scale mattress franchise
ScaleLarger manufacturing platform
Distribution20,000+ touchpoints
Retail5,500+ exclusive outlets
Integration BenefitsBetter utilisation of combined infrastructure
FY26 GrowthRevenue +11%
Profit GrowthPAT +79%
Foam BusinessAdditional earnings engine
Furlenco ExposureAdditional home-comfort ecosystem opportunity

Key Risks

1. Kurl-On Is No Longer a Separate Security

Investors cannot simply purchase Kurlon Enterprise shares and participate independently in Kurl-On’s future.

2. Integration Risk

The value of the acquisition depends on successfully integrating manufacturing, distribution, employees, brands and systems.

3. Mattress Competition

The industry includes:

  • Sleepwell
  • Kurl-On
  • Duroflex
  • Wakefit
  • Peps
  • SleepyCat
  • Springwel
  • Multiple regional brands

4. Consumer Shift Toward D2C

Online mattress brands are changing the way consumers discover and purchase mattresses.

5. Raw Material Prices

Foam, chemicals, rubberised coir and other input costs can influence margins.

6. Working Capital

Large distribution networks and retail inventory can create working-capital requirements.

Investment View

Kurl-On — A Successful Transition from Unlisted Subsidiary to Integrated Listed Platform

Kurl-On remains an important Indian mattress brand, but Kurlon Enterprise Limited should no longer be marketed as a standalone unlisted investment opportunity.

The NCLT-approved merger has fundamentally changed the structure.

The more interesting development is what happened after integration:

FY26 Sheela Foam

Revenue: ₹3,821 Cr
PAT: ₹161 Cr
Revenue Growth: ~11%
PAT Growth: ~79%

The company itself has attributed the improvement partly to the successful integration of the Kurl-On business, with both Sleepwell and Kurl-On showing strong performance.

Therefore, for investors who were originally interested in Kurl-On, the relevant security today is:

Sheela Foam Limited

—not Kurlon Enterprise.

UnlistedCart Conclusion

Kurl-On: Brand Still Strong | Kurlon Enterprise: Amalgamated

Kurl-On Brand: ⭐⭐⭐⭐⭐
Brand Recognition: ⭐⭐⭐⭐⭐
Distribution: ⭐⭐⭐⭐⭐
Integration Potential: ⭐⭐⭐⭐
Financial Momentum: ⭐⭐⭐⭐½
Standalone Kurlon Investment Availability: ❌
Current Investment Vehicle: Sheela Foam Limited

Investment View: CORPORATE ACTION COMPLETED — FOLLOW SHEELA FOAM

The Kurl-On story has effectively moved from an unlisted-company opportunity to a listed-company integration story.

For UnlistedCart, I recommend keeping the old Kurlon page only as a historical/corporate-action page, with a prominent banner:

“Kurlon Enterprise has been amalgamated into Sheela Foam Limited. Kurlon Enterprise is no longer a separate investable security.”

Then redirect investors toward the Sheela Foam investment story.

Disclaimer

This report is for informational and research purposes only. Kurlon Enterprise Limited has been amalgamated into Sheela Foam Limited pursuant to the approved Composite Scheme of Arrangement. The report should not be interpreted as an offer or recommendation to buy or sell Sheela Foam shares. Investors should independently verify their entitlement, demat holdings, corporate-action records and the latest disclosures of Sheela Foam Limited.

For more such unlisted stocks visit https://unlistedcart.com/unlisted-shares/

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