Digital payments platform PhonePe has received approval from the Securities and Exchange Board of India (SEBI) for its Initial Public Offering (IPO). As per the updated draft filings, the IPO will be a pure Offer-for-Sale (OFS), with no fresh issue of shares, meaning the company will not raise any new capital through the listing.
PhonePe has filed its Updated Draft Red Herring Prospectus (UDRHP) with SEBI for its proposed IPO. According to the document, the public issue will consist solely of an Offer-for-Sale of 5.06 crore equity shares by promoter WM Digital Commerce Holdings and existing shareholders.
Since there is no fresh issue, the entire proceeds from the IPO will go to the selling shareholders and not to the company.
PhonePe had initially submitted its draft IPO papers to SEBI via the confidential filing route in September 2025. At the time, the IPO was expected to be a mega issue of around ₹12,000 crore.
The confidential route allows companies to maintain secrecy until a final decision on listing is taken. If required, companies can also withdraw draft papers later without disclosing sensitive business or financial information publicly. This method helps protect critical financial metrics, risk factors, and business strategies, particularly from competitors.
SEBI approved PhonePe’s confidential DRHP on January 20, 2026.
WM Digital Commerce Holdings, owned by Walmart International Holdings Inc
Current stake in PhonePe: 71.77%
Shares offered for sale: 4.59 crore
Equivalent to 9.06% of paid-up equity capital
Tiger Global PIP 9-1
Microsoft Global Finance Unlimited Company (a subsidiary of Microsoft Corporation)
These investors will collectively sell 47.17 lakh shares through the OFS. Both Tiger Global and Microsoft will fully exit PhonePe via the IPO.
Among public shareholders:
General Atlantic Singapore PPIL – 8.98% stake (largest public shareholder)
Headstand – 5.73% stake
Other notable investors include:
Ribbit Capital
TVS Capital
Tencent
Qatar Investment Authority
Net loss: ₹1,444.4 crore
Net loss (same period last year): ₹1,203.2 crore
Revenue from operations: ₹3,918.5 crore
YoY revenue growth: 22.2%
Net loss: ₹1,727.4 crore
Net loss in FY24: ₹1,996.1 crore
Revenue: ₹7,114.8 crore
Revenue growth: 40.5% (FY24 revenue: ₹5,064.1 crore)
The IPO will be managed by:
Kotak Mahindra Capital Company
JP Morgan India
Citigroup Global Markets India
Morgan Stanley India Company
Axis Capital
Goldman Sachs (India) Securities
Jefferies India
JM Financial
PhonePe was launched in August 2016 and has grown into one of India’s leading digital payments and fintech platforms, offering UPI payments, insurance, investments, and financial services.