PhonePe, India’s leading digital payments and financial services platform backed by Walmart, has taken one step ahead towards listing. The company has filed its Updated Draft Red Herring Prospectus (UDRHP) with the Securities and Exchange Board of India (SEBI), following SEBI’s confidential IPO approval on 24 September 2025. The proposed public issue, estimated at INR 12,000 crore, will be entirely an Offer for Sale (OFS).
PhonePe IPO marks a pivotal moment for India’s fintech sector, representing the first large-scale listing since Paytm’s (~INR 18,300 crore) in 2021, and underscores the growing maturity of India’s digital finance ecosystem.
PhonePe IPO: Offer Structure and Selling Shareholders
According to the PhonePe IPO UDRHP, the public offer comprises 5.06 crore equity shares of face value ₹1 each.
- Promoter WM Digital Commerce Holdings—a Walmart entity—will offload 4.59 crore shares, equating to approximately 9.06% of PhonePe’s paid-up equity capital.
- Microsoft Global Finance Unlimited Company and Tiger Global PIP 9-1, both early institutional backers, will fully exit with the sale of 47.17 lakh shares combined.
- General Atlantic Singapore PPIL remains the largest non-promoter shareholder with an 8.98% stake, followed by Headstand (5.73%) and founders Sameer Nigam and Rahul Chari, each holding 2.55%.
Merchant Bankers & Registrar
PhonePe IPO is being managed by a syndicate of eight global and domestic investment banks:
- Kotak Mahindra Capital Company
- Axis Capital
- J.P. Morgan India
- Goldman Sachs (India) Securities
- Citigroup Global Markets India
- Jefferies India
- Morgan Stanley India
- JM Financial
KFin Technologies has been appointed as the registrar to the offer.
PhonePe IPO: Business Overview
Founded in 2016 by Sameer Nigam and Rahul Chari, PhonePe was India’s first private non-bank to launch a Unified Payments Interface (UPI)-based app, transforming peer-to-peer and merchant payments nationwide. The platform has since evolved into a super-app spanning payments, financial services, and digital distribution, with over 65.76 crore registered users and 4.72 crore merchants as of September 2025.
PhonePe maintains sustained leadership in India’s UPI ecosystem, commanding the highest market share in both transaction volume and total payment value (TPV) from December 2020 to September 2025, according to NPCI and Redseer data.
Its business ecosystem comprises:
- Payments & Merchant Services (core revenue driver)
- Lending Distribution (both consumer and merchant loans)
- Insurance Distribution (auto, health, life, and micro-insurance)
- New Platforms: Share.Market, its stockbroking arm launched in 2023, and Indus Appstore, India’s first indigenous app marketplace, launched in 2024.
PhonePe IPO: Financial Performance
| Metric | FY23 | FY24 | FY25 | H1 FY26 |
|---|---|---|---|---|
| Revenue from Operations (₹ Mn) | 2,914.29 | 5,064.1.3 | 7,114.86 | 3,918.47 |
| YoY Growth (%) | — | 73.8 | 40.5 | 22.2 |
| Adjusted EBITDA | (375.46) | 651.88 | 1,477.19 | 253.91 |
| Net Loss | (2,796.07) | (1,996.17) | (1,727.41) | (1,444.42) |
| Profit Margin (%) | (90.7%) | (34.9%) | (22.6%) | (34.6%) |
Despite continued losses, PhonePe achieved Adjusted EBITDA profitability in FY24 and Adjusted EBIT profitability in FY25, with steady improvement in margins. It also reported INR 6,333.22 crore in bank balances and investments as of 31 March 2025, reflecting robust liquidity and capital reserves.
PhonePe Operational Highlights
- Consumer Transactions: 9,027 crore in FY25
- Customer TPV: INR 132.7 lakh crore in FY25
- Merchant Transactions: 4,266 crore in FY25
- Merchant TPV: INR 15 lakh crore in FY25
- Insurance Premiums Sold: INR 2,290 crore as of September 2025
- Loans Disbursed: INR 14,270 crore cumulatively across consumers and merchants
- Employee Strength: 4,282 full-time, with 25,657 field agents
The company’s GenAI Program, launched in 2025, integrates artificial intelligence across infrastructure, productivity, and consumer products, underpinning future scalability and automation.
PhonePe IPO: Valuation & Market Outlook
The IPO is expected to value PhonePe at approximately USD 15 billion (~INR 1.37 lakh crore), positioning it among India’s most valuable fintechs. This valuation aligns with its scale, leadership in UPI payments, and diversified revenue base across financial services.
Once listed, PhonePe will join Paytm (One 97 Communications) as only the second major listed digital payments platform in India, offering investors a comparative fintech play amid renewed market enthusiasm for digital finance.
Final Words
PhonePe IPO UDRHP underscores a company at the intersection of financial inclusion, digital infrastructure, and technological innovation. Its expanding ecosystem, profitability trajectory, and balance-sheet strength suggest readiness for public markets, even as competition in India’s digital payments landscape intensifies.
With Walmart’s strategic stake reduction and exits by early backers like Microsoft and Tiger Global, the IPO also marks a transition in PhonePe’s investor base—from global venture investors to public market institutions and domestic retail investors.