PhonePe Files for IPO: Walmart, Tiger Global, and Microsoft Set to Offload Shares

Synopsis: PhonePe’s IPO will offer 5.06 crore shares for sale, with Walmart, Microsoft, and Tiger Global selling their stakes. Walmart will sell 4.59 crore shares, Microsoft 36.8 lakh, and Tiger Global 10.39 lakh.

PhonePe Bengaluru-based company, has submitted an updated draft red herring prospectus for its highly anticipated initial public offering (IPO) to the market regulator SEBI, refining the details of its upcoming stock market debut.

In the revised draft prospectus, dated January 21, the digital payments company stated that the IPO would be a pure offer-for-sale of up to 5.06 crore shares, with no new capital being raised. The equity shares are intended to be listed on both the National Stock Exchange of India Ltd and the Bombay Stock Exchange Ltd.

Walmart, Microsoft, and Tiger Global to Sell Shares in PhonePe

Walmart, through its unit WM Digital Commerce Holdings, is offering the majority of the shares, representing approximately 9 percent of PhonePe’s equity. The offering also includes sales by Microsoft Global Finance Unlimited Company and Tiger Global PIP 9-1 Ltd, who will liquidate their entire holdings in the company, as outlined in the filing.

Key Details of the Share Sale

• WM Digital Commerce Holdings: The Walmart-controlled entity and PhonePe’s promoter is the primary seller, plans to sell up to 4.59 crore shares (9%)
• Microsoft: The tech giant will offer up to 36.8 lakh shares in the transaction.
• Tiger Global: The investment firm plans to sell up to 10.39 lakh shares, according to the prospectus.

This share sale marks a significant shift in ownership as these major stakeholders reduce their holdings in PhonePe. The revised filing replaces an earlier version and incorporates modifications to the proposed shareholder sell-down, finalising exits for Microsoft and Tiger Global. This update ensures that Walmart will maintain a substantial controlling interest in the company even after the sale.

Book-Running Lead Managers and Registrar for the IPO

Kotak Mahindra Capital Co., J.P. Morgan India Pvt., Citigroup Global Markets India Pvt., and Morgan Stanley India Company Pvt. have been appointed as the book-running lead managers for the upcoming Initial Public Offering (IPO). Kfin Technologies Ltd. will serve as the registrar for the issue.

The company had submitted its confidential draft papers for the IPO in September. This filing followed the recent final authorisation granted by the Reserve Bank of India, allowing the company to operate as an online payment aggregator, which was secured last Friday.

Financials 

In fiscal 2025, revenue from operations increased by 40.5%, reaching Rs 7,114.86 crore, compared to Rs 5,064.13 crore in the previous year. The company reported a restated loss of Rs 1,727.41 crore for the last financial year, an improvement from the Rs 1,996.17 crore loss reported in fiscal 2024.

PhonePe is India’s leading digital payments and financial technology company, founded in 2015 by Sameer Nigam, Rahul Chari, and Burzin Engineer, offering UPI payments, bill payments, recharges, and expanding into insurance, mutual funds, lending, and e-commerce, serving over 400 million users and digitising millions of merchants across India. Majority-owned by Walmart, the Bengaluru-based firm aims to provide financial inclusion and is a dominant player in India’s digital payment ecosystem, processing vast numbers of daily transactions. 

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