PhonePe Updated DRHP Filed With SEBI : Key IPO Details and Latest Financials

PhonePe Updated DRHP Filed With SEBI — fintech major PhonePe Limited has submitted an Updated Draft Red Herring Prospectus (UDRHP) to SEBI, indicating fresh progress in its IPO journey. As per the document, the filing is dated January 21, 2026, and the proposed issue is a 100% book-built offer. PhonePe (earlier known as PhonePe Private Limited) is planning a pure Offer for Sale (OFS), which means the company will not raise fresh capital through the IPO—instead, existing shareholders will offload a portion of their stake

IPO Structure: 100% Offer for Sale (No Fresh Issue)

As per the Updated DRHP, the IPO is structured only as an Offer for Sale of up to 50,660,446 equity shares (face value ₹1 each). Since it’s an OFS, IPO proceeds go to selling shareholders, not to PhonePe’s balance sheet.

Promoters and Selling Shareholders (as per UDRHP)

PhonePe’s promoters include WM Digital Commerce Holdings Pte. Ltd. and Wal-Mart International Holdings, Inc. The Updated DRHP also lists selling shareholders such as:
  • WM Digital Commerce Holdings Pte. Ltd. (Promoter Selling Shareholder)
  • Tiger Global PIP 9-1 Ltd. (Investor Selling Shareholder)
  • Microsoft Global Finance Unlimited Company (Investor Selling Shareholder)

Book Running Lead Managers and Registrar

The Updated DRHP mentions multiple Book Running Lead Managers (BRLMs) including:
  • Kotak Mahindra Capital
  • Axis Capital
  • J.P. Morgan India
  • Goldman Sachs (India) Securities
  • Citigroup Global Markets India
  • Jefferies India
  • Morgan Stanley India
  • JM Financial

Registrar: KFin Technologies Limited


Financial Highlights from Updated DRHP

Below is a clean snapshot of the only metrics you requestedTotal Assets, Total Income, Total Expenses, and Profit After Tax (PAT) — with all figures in ₹ million.

Total Assets (₹ crore)

  • As of Sep 30, 2025: ₹23,178.95 crore
  • As of Sep 30, 2024: ₹13,223.35 crore
  • As of Mar 31, 2025: ₹18,205.23 crore
  • As of Mar 31, 2024: ₹12,706.48 crore
  • As of Mar 31, 2023: ₹11,840.28 crore

Total Income (₹ crore)

  • Six months ended Sep 30, 2025: ₹4,174.51 crore
  • Six months ended Sep 30, 2024: ₹3,459.71 crore
  • FY ended Mar 31, 2025: ₹7,631.38 crore
  • FY ended Mar 31, 2024: ₹5,722.20 crore
  • FY ended Mar 31, 2023: ₹3,083.43 crore

Total Expenses (₹ crore)

  • Six months ended Sep 30, 2025: ₹6,069.27 crore
  • Six months ended Sep 30, 2024: ₹4,680.03 crore
  • FY ended Mar 31, 2025: ₹9,394.10 crore
  • FY ended Mar 31, 2024: ₹7,754.29 crore
  • FY ended Mar 31, 2023: ₹5,906.23 crore

Profit After Tax (PAT) (₹ crore)

  • Six months ended Sep 30, 2025: (-₹1,444.42 crore)
  • Six months ended Sep 30, 2024: (-₹1,203.21 crore)
  • FY ended Mar 31, 2025: (-₹1,727.41 crore)
  • FY ended Mar 31, 2024: (-₹1,996.17 crore)
  • FY ended Mar 31, 2023: (-₹2,796.07 crore)
(Negative PAT indicates a net loss.)

IPO Reservation / Quota 

The Updated DRHP outlines the reservation structure for the public issue under the book-building route:
  • QIB (Qualified Institutional Buyers) quota: Not less than 75% of the offer size is reserved for QIBs.
    • Additionally, 5% of the QIB portion (excluding the Anchor Investor portion) is earmarked for Mutual Funds.
  • NIB (Non-Institutional Investors / HNI) quota: Not more than 15% of the offer size is reserved for NIBs.
  • RIB (Retail Individual Investors) quota: Not more than 10% of the offer size is reserved for retail investors

What This Means for Investors

PhonePe’s Updated DRHP confirms that the proposed IPO is OFS-only, which typically indicates shareholders are seeking partial monetisation while the company continues to scale operations. Financially, the company’s income has expanded sharply over the last few years, while losses have reduced compared to FY23, though profitability is still a work in progress. Meanwhile, the sharp rise in total assets suggests expansion and scaling of the platform and ecosystem.

IMP POINT

  • Updated DRHP filed on: Jan 21, 2026
  • Issue type: 100% Book Built
  • IPO structure: Offer for Sale only (No Fresh Issue)
  • Shares offered (OFS): Up to 50,660,446 equity shares
  • Total Assets grew to: ₹231,789.54 million (as of Sep 30, 2025)
  • PAT remained negative, but losses are lower vs FY23

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Also Read – EAAA India Alternatives Re-Files IPO Plan | DRHP with Shareholder Quota IPO— Second Attempt After Withdrawal

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