Walmart-Owned PhonePe Files for ₹12,000 Crore IPO via Confidential Route

Walmart-owned digital payments and financial services company PhonePe has initiated steps for a mega initial public offering (IPO) worth around ₹12,000 crore through the confidential pre-filing route with the Securities and Exchange Board of India (SEBI). According to multiple sources, the offering will be a pure offer for sale (OFS), with Walmart and investors Tiger Global and Microsoft expected to dilute a combined 10% stake.

IPO Structure and Stake Sale

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The proposed IPO marks one of the largest in India’s fintech sector. The OFS structure means that existing shareholders, rather than the company itself, will be selling shares. PhonePe confirmed the filing of its pre-filed draft red herring prospectus (PDRHP) with SEBI, BSE, and NSE. However, the company clarified that this filing does not necessarily mean the upcoming IPO will proceed immediately, leaving room for flexibility depending on market conditions.

Investment banks Kotak Mahindra Capital, Citi, Morgan Stanley, and JP Morgan are advising PhonePe on the offering, with Jefferies, Goldman Sachs, Axis Capital, and JM Financial also on board. Law firms Shardul Amarchand Mangaldas, Cyril Amarchand Mangaldas, and Trilegal are serving as legal advisors.

Shareholding and Valuation

Walmart remains the majority shareholder in PhonePe. Alongside Tiger Global and Microsoft, other notable investors include General Atlantic, Ribbit Capital, TVS Capital, Tencent, and Qatar Investment Authority. Earlier reports suggested that PhonePe is targeting a valuation of up to $15 billion (around ₹1.33 lakh crore) for the listing.

Strong Business and Financial Performance

PhonePe has emerged as a leader in India’s Unified Payments Interface (UPI) market, competing closely with Google Pay. It reported a 40% year-on-year revenue increase to ₹7,115 crore in FY25 and turned free cash flow positive, generating ₹1,202 crore from operations. Adjusted EBITDA, excluding ESOP costs, more than doubled to ₹1,477 crore, while adjusted profit after tax surged 220% to ₹630 crore. Notably, the company also posted its first positive adjusted EBIT of ₹117 crore.

The platform has expanded beyond payments into lending, insurance, wealth management, stock broking, and consumer technology services such as Pincode and Indus Appstore. As of March 2024, PhonePe reported 53 crore registered users, 20 crore monthly active customers, and over 50 lakh payment devices deployed. It processes more than 770 crore transactions monthly, with a total payment value of ₹10.5 lakh crore.

Global Expansion and Confidential Filing Advantage

The company has also extended its reach internationally, enabling UPI-based payments in six countries, including Singapore, the UAE, Nepal, Sri Lanka, Bhutan, and Mauritius.

PhonePe’s choice of the confidential filing route, introduced by SEBI in 2022, allows companies to withhold sensitive information from competitors until closer to listing. This option provides flexibility to delay or withdraw the IPO without exposing key details. Other firms such as Tata Capital, Swiggy, Oyo, and PhysicsWallah have also chosen this path.

Conclusion

PhonePe’s planned ₹12,000 crore IPO underscores its strong position in India’s digital payments ecosystem and growing global ambitions. With a powerful shareholder base, consistent financial improvements, and a diversified portfolio, the company is preparing for one of the most significant fintech listings in India’s capital markets.