Razorpay IPO on the cards? Prepares for Rs 4,500 crore issue – Report

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People are saying that Razorpay is getting ready for a listing on the stock market. They are talking about a public offering or IPO that could include raising around ₹4,500 crore. This is still in the stages they are just preparing things like talking to bankers and getting everything ready inside the company. They are looking at options for how to do this. It is like they are getting the machinery ready before they take the obvious steps, such as filing the necessary papers. Razorpay is doing this to be ready, for the IPO the Razorpay IPO could be big.

The report is saying things and this is what it actually means when you break it down. The report is talking about details and the actual meaning of the report is something that people should understand. So what the report is saying is one thing. The report itself is really trying to tell us something else. The report is giving us information. We need to figure out what the report is really getting at.

Razorpay is getting ready for its public offering. People who know about this say that Razorpay has asked some merchant bankers to come and talk about handling this job. There are a companies that might get to help with the initial public offering of Razorpay. These companies are Axis Capital and Kotak Mahindra Capital. They are likely to be, in charge of managing the public offering of Razorpay. The initial public offering of Razorpay is a deal and these companies want to be a part of it.

That one thing. Inviting banker pitches. Is really important. When we talk about the lifecycle of an Initial Public Offering this step usually happens before things.

appointing lead managers,

appointing legal counsel/auditors for the issue process,

deciding the exact mix of fresh issue vs offer-for-sale (OFS),

and finally filing draft papers with SEBI.

The question “IPO on the cards” is a way to put it. This is because it is not saying when the Initial Public Offering will happen for sure. It is a pretty big sign that the company is getting ready, for an Initial Public Offering.

Fresh issue of ₹4,500 crore: why “fresh issue” matters

When we hear the term ” issue” in the news it means the company is going to issue new shares. The money they get from this will go to Razorpay. This is not like when existing shareholders sell their shares and get the money. That is something

The company is doing a ” issue” which is different from an Offer for Sale. In an Offer, for Sale the people who started the company or the early investors sell some of their shares. Get cash. They are taking some of their money out of the company.

A new problem is coming up and it is ₹4,500 crore this suggests that Razorpay may want something. Razorpay is facing this issue of ₹4,500 crore. It seems like Razorpay may want to do something about it. The issue of ₹4,500 crore is a deal, for Razorpay.

a stronger balance sheet,

capital to scale product lines and distribution,

room for acquisitions,

and a cushion for regulatory/compliance investments typical for large fintech platforms.

The final structure could still have an OFS component, which’s something that often happens in tech IPOs. What the report is talking about is the part where they raise capital. The report is focusing on the capital raise angle of the OFS component, in tech IPOs and how this fresh capital raise will work.

Possible timeline: “late 2026” signals (not a guarantee)

There are a lot of reports that say the company might be getting ready to list around the end of 2026. The company will figure out how big the issue is and what it will look like when the time is right. This will depend on what’s happening in the market and if the company gets the okay from the people in charge. The company and the people who make decisions, about the market will have a lot to say about when this happens. The company is looking at the end of 2026 for the listing of the company.

So what happens is that even if people really want to do something the time it takes to do it can change because of things, like:

equity market sentiment (risk-on vs risk-off),

valuation expectations,

regulatory readiness,

financial performance trajectory,

Let us take a look at how similar companies do after they go public. We want to see how they perform in the stock market after their public offering or IPO, for short. This is also known as peer IPO performance. We are looking at how these similar companies trade after they list their shares on the stock market.

So, treat “late 2026” as a target window rather than a fixed schedule.

Why Razorpay may be “IPO-ready” now: the India reverse flip and restructuring

One big reason people are talking about Razorpays public offering is that Razorpay changed its company structure and moved it back to India. This is a deal because now Razorpay is based in India and that makes it easier for Razorpay to list its shares on a stock exchange. It also means Razorpay has to follow the rules and report to the Indian government and stock exchanges which is important, for Razorpay.

Razorpay made a change by moving back, to India and this was talked about a lot in 2025. People were also talking about the approvals that Razorpay got for changing the way the company is set up which is called restructuring. Razorpay had to get these approvals for the restructuring of Razorpay.

Reports also say that the company had to pay a lot of money in taxes when they did the flip. This tax cost was very high around $150 million or ₹1,200+ crore. The reason for this tax bill was the redomiciling process that the company went through with the reverse flip. The reverse flip and the redomiciling process together resulted in this tax cost, for the company.

When a company is getting ready for an Initial Public Offering finishing the flip is a big deal. It is, like getting past an obstacle. This does not mean that the Initial Public Offering will definitely happen. It does make things easier. The reverse flip removes one of the problems that many startups have when they want to list their company in India. The Initial Public Offering is still not a thing but the company is one step closer.

When an investment bank thinks about working with a company that wants to go public they look at a few things before they decide to take on the job.

The investment bank wants to know if the company is a fit for them.

They evaluate what the company does and how it makes money.

They also look at the people who run the company like the executive officer to see if they are good leaders.

The investment bank checks the companys records to see if it is making a profit and if it has a lot of debt.

They think about what kind of investors would be interested, in buying the companys stock.

The investment bank looks at the state of the market to see if it is a good time for the company to go public.

They consider how money the company wants to raise and how it plans to use that money.

They evaluate the companys industry and its competitors to see if it has a chance of succeeding.

Investment banks do all this work to decide if they want to help the company with its public offering or IPO.

The investment bank has to believe that the companys IPO will be successful so they can make money from it.

This is what investment banks do when they are thinking about taking on an IPO mandate from a company that wants to go public.

When Razorpay invites banker pitches banks usually show up with things.

* They have a lot of ideas about how Razorpay can use their services to make money moves easier.

Razorpay then looks at what the banksre offering and decides what they like about the banker pitches, from the banks.

The banks really want Razorpay to pick them so they can work together and make it easier for people to pay for things using Razorpay.

Equity story: What is Razorpay’s long-term narrative? (payments platform, fintech OS for merchants, cross-border ambitions, etc.)

So I want to know about the value of fintech and payment companies. How do people decide what these companies are worth in India and, in countries? I am looking for valuations of fintech and payment companies.

So we need to do a cleanup and make sure everything is restated properly. The question is, are our accounts and the accounts of our subsidiaries really ready for people to look at them closely? Are our revenue recognition practices okay and ready for scrutiny? We need to make sure our financial records are in order and our revenue recognition practices are correct so we can be transparent. Avoid any problems when people start looking at our financial records. Are our accounts and subsidiaries and revenue recognition practices really ready, for that?

risk disclosures: We need to make sure that all the important details and rules that the company must follow are written down clearly. Are the things that the company depends on and the risks it faces because of regulations properly documented?

Issue structure: Fresh issue vs OFS mix, anchor allocation strategy, employee stock options considerations, and lock-in expectations.

When we think about the timing, for an Initial Public Offering we need to figure out which quarter is the best. We want to choose a time when people really want to buy into the company and when there are not a lot of Initial Public Offerings happening at the same time. This way our Initial Public Offering gets a lot of attention. We do not have to compete with a lot of other companies that are also doing an Initial Public Offering.

Razorpay is looking for pitches, which means they are really thinking about these things. The banks also think that Razorpay can make this work and sell it to people. This shows that Razorpay is seriously considering these questions and the banks believe there is a way to make it happen.

The thing about funding before a company goes public: why companies do this. Why it may have a lot of secondary funding. Companies do -IPO funding for a reason. Pre-IPO funding is when a company gets money before it is listed on the stock market. This pre-IPO funding can be helpful for companies.. Sometimes pre-IPO funding may have a lot of secondary funding. Pre-IPO funding is still, about companies getting money before they go public.

There are some reports that say Razorpay is thinking about getting money before they have an initial public offering. This funding round, for Razorpay may include something where the people who already own shares of Razorpay sell some of their shares to people who want to invest in Razorpay.

Why would a company do this if the company is getting ready to go public?

Cap table clean-up: Allows some early investors/employees to get liquidity before listing.

So when we talk about price discovery it is really about finding out how much something is worth. This is very important for companies that are doing a public offering or IPO for short. It helps them figure out a price for their stocks when they are marketing them. This way the company has an idea of what people are willing to pay for their stocks, which is like a reference point, for the IPO marketing. The price discovery process gives the company a valuation reference point that they can use to market their stocks.

Having a runway and being flexible is really helpful. It means you do not have to rush into a market when the time’s not right. This reduces a lot of pressure. You can avoid going into a market window. This is very important, for the runway and flexibility of your business. The runway gives you time to think. The flexibility gives you options to make good choices.

Anchor relationships are interesting. Sometimes the people who invest in a company before it goes public can later become anchor book participants, for that company. This means that these pre-IPO investors are still involved with the company as anchor book participants.

But there is also a tradeoff: if a pre-IPO round sets the expectations of the investors too high it can make the pricing of the public offering harder if the sentiment of the public market cools down towards the company. The pre-IPO round can really affect the public offering.

Razorpay has a lot of money, ₹4,500 crore. I wonder what they will do with it. They could use Razorpay funds for things. Razorpay might use Razorpay money to make their business bigger. Maybe Razorpay will use Razorpay funds to help companies. What do you think Razorpay will do with ₹4,500 crore of Razorpay money?

The company Razorpay has a lot of money around ₹4,500 crore, which’s a big amount. This money from the issue of Razorpay is very useful. Razorpay can use this money for things. Some common things that a fintech platform, like Razorpay can do with this money include:

1) Product expansion beyond core payments

Razorpay is not a way to pay. Fintech companies often make a set of tools, for merchants that includes:

payouts,

subscriptions,

lending partnerships (where permitted),

payroll/vendor payments,

fraud prevention and risk tools,

checkout optimization and conversion tech,

offline acceptance ecosystems.

The larger the product stack, the higher the stickiness—but the higher the compliance and operational complexity too.

2) Acquisitions

Fintech acquisitions can really speed up. This is something that Fintech acquisitions can do very quickly. The process of Fintech acquisitions can get faster and faster as time goes on. This means that Fintech acquisitions will happen often and Fintech acquisitions will become a big part of the business world.

new licenses/capabilities,

distribution into merchant segments,

adjacent products like UPI tools, reconciliation, risk scoring, or cross-border rails.

3) International growth

Cross-border payments and international merchant acquiring can be expensive due to:

licensing requirements,

local partnerships,

compliance,

risk/fraud controls,

and longer payment cycles.

4) Strengthening compliance, risk, and governance

When a company goes public at a big scale the markets tend to reward those companies that show certain things. The markets, like companies that can do a key things.

* They have to be able to make a lot of money

* They have to be able to grow fast

* They have to be able to keep growing for a time. At the IPO scale the markets will reward companies that show these things.

stable governance,

strong internal controls,

clear risk disclosures,

and predictable unit economics.

Razorpay’s biggest IPO challenge: balancing growth narrative with profitability expectations

Public markets usually want to see a way for companies to make money than private markets did back, in 2021 when money was easy to get. For fintech companies people often ask things like:

What is the sustainable take rate (net revenue margin) in payments?

How defensible is the business against price competition?

How diversified is revenue beyond payment processing?

When we have lending partnerships what kind of credit loss are we looking at? If a lending partnership exists what is the credit exposure and what kind of loss can we expect? The credit loss exposure is a concern when we are talking about lending partnerships.

Compliance costs are going up fast. The question is, are compliance costs rising faster than the money that companies are actually making which’s their revenue? Compliance costs and revenue are two things that companies have to think about all the time. Are compliance costs taking over and rising faster, than revenue?

Razorpays initial public offering is going to be positioned in a way. This will likely focus on a mix of things that Razorpay does. Razorpays positioning will probably be about Razorpay being a company that does a lot of things. So Razorpays initial public offering will focus on a mix of these things that Razorpay is known for.

* Razorpay will talk about its payments business

* Razorpay will also talk about its lending business

Razorpays public offering will be all about what Razorpay can do, for people and businesses.

growth in merchant adoption,

broader product revenue,

improving gross profit quality,

operational discipline,

and a credible profitability trajectory.

Market context: 2026 IPO pipeline and investor sentiment

The thing that also matters is the picture of companies going public. People who work with the stock market have been talking about how many companiesre planning to go public in 2026 and how much people still want to invest in big companies as long as everything goes right with the companies going public and the market conditions are good.

If people are willing to invest in markets fintech companies with well known names and a clear understanding of the rules tend to do better than fintech companies that are not sure about what laws they have to follow. Fintech companies with rules are seen as more trustworthy. When fintech companies have brands they usually get a warmer welcome, from public markets.

So Razorpay is going to proceed. What will happen next with Razorpay?

If Razorpay moves from preparing to executing what usually happens next is that they will reach some milestones. The typical next milestones, for Razorpay would be:

We are finishing up the selection of the bankers and the group of banks that will be working with us. This includes figuring out which banks will be part of the team. The main bankers and the group of banks are very important, to this process.

Appointing legal counsel, auditors, and other advisors

Drafting the DRHP (Draft Red Herring Prospectus) with risk factors, financials, business overview

Filing with SEBI

SEBI observations / clarifications

Roadshows & anchor book

Price band announcement and subscription window

Listing

Now people are talking about the first part of this process, which is when the bankers make their pitches and talk about what they can do. This is the beginning so we have a long way to go with the banker pitches and mandate discussions.

The big picture: why this matters for India’s fintech ecosystem

If Razorpay lists it will be a deal for Indias digital commerce. This is because Razorpay is a player in the payments infrastructure layer. This area is really important, for Indias shopping. A successful initial public offering of Razorpay could:

set valuation benchmarks for other fintech players,

increase transparency into payments economics,

attract more institutional coverage into the sector,

and potentially accelerate consolidation.

On the flip side, if pricing disappoints or post-listing performance struggles, it can cool sentiment for the broader “new-age tech” pipeline—something India has seen in cycles.

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