Zetwerk Manufacturing Business
Scheduled dates
Tentative timetable — a past date is not confirmation the step completed
Subscription
- Qualified institutionalQIB
- 4.73×
- Big non-institutionalbNII · above ₹10 lakh
- 1.68×
- Small non-institutionalsNII · ₹2–10 lakh
- 0.82×
- Retail individualRII · up to ₹2 lakh
- 0.68×
- Employeesreserved quota
- 1.55×
Issue details
- IPO date
- 15 Oct 2026 – 19 Oct 2026
- Listing date
- 23 Oct 2026
- Face value
- ₹1 per share
- Price band
- ₹143 – ₹151
- Lot size
- 99 shares
- Listing at
- BSE
- Total issue size
- ₹5,013 Cr
- ISIN
- INE09PO01019
- CIN
- U74999KA2017PLC128777
- Registered office
- #84/1, Ground & 1st Floor, Vaishnavi Sovereign, Green Glen Layout, Bellandur, Bengaluru South, Bengaluru 560 103, Karnataka, India
Reservation and application size
How the issue is split between investor categories, and what each may bid
| Investor category | Shares | % of net | % of total |
|---|---|---|---|
| QIB | 9,89,17,930 | 53.65% | 53.45% |
| NII (HNI) | 5,12,69,349 | 27.81% | 27.70% |
| bNII > ₹10L · within NII | 3,41,79,566 | — | 18.47% |
| sNII < ₹10L · within NII | 1,70,89,783 | — | 9.23% |
| Retail (RII) | 3,41,79,566 | 18.54% | 18.47% |
| Employee | 7,00,000 | — | 0.38% |
| Total issue | 18,50,66,845 | — | 100.00% |
Net offer to the public of 18,43,66,845 shares, out of a total issue of 18,50,66,845. Indented rows sit inside the category above them and are not added to it.
Application size
Minimum 99 shares per lot, in multiples, at ₹151
| Application | Lots | Shares | Amount |
|---|---|---|---|
| Retail (min) | 1 | 99 | ₹14,949 |
| Retail (max) | 13 | 1,287 | ₹1,94,337 |
| S-HNI (min) | 14 | 1,386 | ₹2,09,286 |
| S-HNI (max) | 66 | 6,534 | ₹9,86,634 |
| B-HNI (min) | 67 | 6,633 | ₹10,01,583 |
Category limits
| Category | Bid size | Cut-off |
|---|---|---|
| Retail (RII) | Up to ₹2 lakh | Yes |
| Small HNI (sNII) | ₹2 lakh – ₹10 lakh | No |
| Big HNI (bNII) | Above ₹10 lakh | No |
| Employee | Up to ₹5 lakh | Yes |
Bidding at cut-off means accepting the final issue price without naming one. Only retail and employee applicants may do so.
Valuation and performance
Valuation at offer price
| Metric | Pre-issue | Post-issue |
|---|
Company financials
| Period ended | FY26 | FY25 | FY24 |
|---|---|---|---|
| Profit and loss | |||
| Total income | 16,100.63 | 11,492.23 | 12,523.46 |
| Revenue from operations | 15,913.32 | 11,331.86 | 12,364.37 |
| Other income | 187.31 | 160.37 | 159.09 |
| Total expenses | 16,141.73 | 11,552.03 | 12,847.55 |
| Operating profit | -41.1 | -59.8 | -324.09 |
| Operating margin | -0.26% | -0.52% | -2.59% |
| Profit before tax | -916.44 | -204.55 | -798.41 |
| Profit after tax | -1,606.17 | -370.71 | -917.95 |
| PAT margin | -9.98% | -3.23% | -7.33% |
| Balance sheet | |||
| Total assets | 13,384.63 | 10,355.43 | 10,330.85 |
| Current assets | 9,840.55 | 7,840.08 | 8,713.87 |
| Current liabilities | 7,326.87 | 5,649.46 | 6,063.54 |
| Total liabilities | 8,570.91 | 5,901.67 | 6,268.39 |
| Net worth | 4,813.72 | 4,453.76 | 4,062.46 |
| Current ratio | 1.34× | 1.39× | 1.44× |
| Return on equity | -33.37% | -8.32% | -22.60% |
| Cash flow | |||
| Operating cash flow | -681.53 | -386.29 | -281.54 |
| Investing cash flow | -394.13 | -147.92 | -621.9 |
| Financing cash flow | 1,789.31 | 150.64 | 763.22 |
| Net cash flow | 713.65 | -383.57 | -140.22 |
Objects of the issue
1 Repayment/Prepayment of Borrowings – Company Level ₹1,300 Cr
The company intends to utilise a portion of the Net Proceeds towards repayment or prepayment, in part or full, of certain borrowings availed by the company itself, to reduce outstanding indebtedness and debt servicing costs.
2 Repayment/Prepayment of Borrowings – Subsidiary Level (via Investments) ₹860 Cr
The company proposes to invest in certain subsidiaries — including Sharp Tanks, Terra91, Smile Electronics, Kryfs Power, Kryfs Transformers, Unimacts Global, Zetwerk Singapore, Zap91 Solar, and Zet Town — through inter-corporate loans to enable repayment or prepayment of their borrowings.
3 Funding Inorganic Growth through Unidentified Acquisitions and Strategic Acquisitions —
The company plans to deploy a portion of the Net Proceeds towards unidentified inorganic acquisitions and other strategic acquisitions, subject to the aggregate amount not exceeding a specified percentage of the Gross Proceeds as per SEBI ICDR Regulations.
4 General Corporate Purposes —
The company intends to utilise a portion of the Net Proceeds for general corporate purposes, including strategic initiatives, capital expenditure, working capital requirements, and other corporate expenses, subject to the amount not exceeding a specified percentage of the Gross Proceeds.
2 of 4 objects carry no stated amount — typically general corporate purposes, funded from whatever remains — so the total above is the quantified portion only, not the whole issue.
About Zetwerk Manufacturing Business
Zetwerk is a technology-led, asset-light manufacturing platform incorporated in December 2017, operating across industrial and consumer goods segments in India and globally. The company aggregates manufacturing capacity through a network of 6,979 third-party suppliers across 26 countries and 26 own facilities across four countries, unified via its proprietary Zetwerk OS. It operates two reportable segments — Manufacturing Business (Energy Products, Precision Products, Capital Goods) and Ecosystem Business (Terra91), serving 1,802 customers including Siemens Gamesa, Acer India, boAt, NTPC, and the Indian Air Force. Revenue from continuing operations grew from ₹123,643.72 million in Fiscal 2024 to ₹159,133.23 million in Fiscal 2026, with Adjusted EBITDA improving from ₹970.25 million to ₹4,213.35 million over the same period.
Management
Amrit Pratik Acharya
MD
Strengths
As stated in the offer document
Unique Business Model Enabling Resilience Across Economic Cycles
The company operates a technology-led, asset-light manufacturing platform powered by Zetwerk OS, aggregating 6,979 third-party suppliers across 26 countries and 26 own facilities, serving multiple industries and geographies, providing resilience across economic cycles.
Building Capabilities to Serve Multiple Industry Verticals
The company serves diverse industries including utilities, renewables, aerospace, defence, and AI infrastructure; new orders from thermal power customers grew from nil in Fiscal 2024 to ₹2,652.26 million in Fiscal 2026, reducing dependence on any single end-market.
Growing Share of Recurring Components
The company's Manufacturing Business share of GMV from recurring components increased from 49.85% in Fiscal 2024 to 71.20% in Q1 Fiscal 2027, diversifying revenue and improving resilience across economic cycles.
Expanding Internationally with Multi-Geography Supply Chain
The company serves customers across 29 countries with a supplier base in 26 countries; international Manufacturing Business revenue was ₹27,753.55 million in Fiscal 2026, representing 29.60% of Manufacturing Business revenue.
Addition of Original Design Manufacturing (ODM) Capabilities
The company's ODM capabilities have grown, with Manufacturing Business share of GMV from ODM contracts increasing from 8.12% in Fiscal 2024 to 13.93% in Fiscal 2026, enabling premium pricing and higher switching costs for customers.
Ability to Scale in a Capital-Efficient Manner
The company's hybrid model combines third-party supplier scalability with selective own-facility control, enabling revenue growth without proportional capital investment, resulting in Manufacturing Business ROCE of 22.75% in Fiscal 2026.
Zetwerk OS: Proprietary Technology Driving Network Effects
The company's proprietary Zetwerk OS manages end-to-end manufacturing workflows across thousands of concurrent projects, achieving a ~99% first-pass rate on third-party supplier orders in Fiscal 2026, with self-reinforcing network effects improving over time.
Deep Customer Relationships Driving Revenue Visibility and Stickiness
The company's median Manufacturing Business NRR was 128.85% (Fiscal 2023–2026), with Revenue from Repeat Customers at 80.15% in Fiscal 2026 and a Manufacturing Order Book of ₹130,623.96 million as of June 30, 2026.
Ability to Add Value-Additive Ecosystem Services
The company's Ecosystem Business (Terra91) aggregates raw material demand across customers and suppliers, serving 828 customers in Fiscal 2026 with segment revenue of ₹65,386.47 million, enabling competitive procurement and better input quality.
Experienced, Cycle-Tested Management Team and Board
The company's founders and management team bring extensive experience in manufacturing, engineering, and technology-led operations, having guided the business since incorporation in December 2017 through multiple economic cycles.
Risk factors
As stated in the offer document
Sustained Losses from Continuing and Discontinued Operations
The company incurred restated losses from continuing operations of ₹641.29 million, ₹8,806.65 million, ₹9,643.93 million, ₹2,150.69 million, and ₹8,525.31 million for the three months ended June 30, 2026 and June 30, 2025, and Fiscals 2026, 2025, and 2024, respectively. Additional losses from discontinued Civil Infrastructure operations further compounded the financial impact, raising concerns about the company's ability to achieve or sustain profitability.
Reliance on Third-Party Suppliers for Manufacturing and Raw Materials
The company relies heavily on third-party suppliers, with revenue from third-party sourced products representing up to 96.51% of combined Manufacturing and Ecosystem Business segment revenue in Fiscal 2024. The company is exposed to price volatility in commodities such as aluminium, zinc, steel, copper, and lead, as well as supply disruptions, quality failures, and foreign exchange risks that could adversely affect margins and operations.
Concentration Risk from Top Customers and Suppliers
The top 10 customers accounted for up to 35.90% of revenue from continuing operations in Fiscal 2026, while the top 10 suppliers contributed up to 40.71% of total expenses for continuing operations in the three months ended June 30, 2026. Any loss of key customers or disruption from major suppliers could significantly impact revenue, margins, and operational continuity.
Significant Working Capital Requirements and Negative Operating Cash Flows
The company has reported negative net cash flow from operating activities across all reported periods, including ₹5,061.81 million for the three months ended June 30, 2026 and ₹6,815.29 million for Fiscal 2026. Inability to meet working capital needs or secure adequate financing could lead to breach of financing covenants, inability to service debt, and material adverse effects on business operations.
Geographic Revenue Concentration in India and the USA
Revenue from India and the USA collectively accounted for approximately 96% of continuing operations revenue across reported periods, exposing the company to adverse economic, regulatory, or geopolitical developments in these markets. For example, new U.S. tariffs on solar piles imported from India in Fiscal 2025 led to reduced orders and inability to recover costs under certain customer contracts.
Dependence on Key Industries Subject to Policy and Demand Volatility
The company's Manufacturing Business is concentrated in Energy Products (up to 69.42% of segment revenue in Fiscal 2026), Precision Products, and Capital Goods, serving sectors such as renewables, AI infrastructure, consumer electronics, and defence & aerospace. Any downturn, regulatory change, or shift in government policy affecting these end industries could materially reduce demand and adversely impact financial performance.
Statutory Auditor Emphasis of Matter and Modifications in Audit Reports
Statutory auditors have included emphasis of matter paragraphs regarding uncertain receivables of up to ₹886.06 million related to ongoing litigation and geopolitical issues in Bangladesh, as well as modifications relating to audit trail deficiencies, fund routing through intermediaries, and internal financial control weaknesses across Fiscals 2024, 2025, and 2026. These recurring audit observations raise concerns about the adequacy of internal controls and financial reporting reliability.
Cybersecurity and IT System Vulnerabilities
The company's operations depend on IT and ERP systems that are vulnerable to cyberattacks, data theft, and system failures, and it processes substantial volumes of sensitive customer and supplier data. Non-compliance with the Digital Personal Data Protection Act, 2023 and the Information Technology Act, 2000 could result in regulatory penalties, litigation, and reputational harm that adversely affect business operations.
Restrictive Covenants Under Financing Agreements and High Indebtedness
As of August 31, 2026, the company's total outstanding borrowings including non-fund based facilities on a consolidated basis amounted to ₹52,080.65 million, subject to numerous financial and operational covenants. Non-compliance with these covenants could trigger accelerated repayment, suspension of drawdowns, and cross-default provisions, materially affecting liquidity and financial condition.
Pending Regulatory Approvals and Manufacturing Facility Compliance Risks
The company has several material approvals pending, including fire NOCs and contract labour registrations for Kryfs Power facilities, and building plan approvals for the Manesar facility, while the Greater Noida facility remains suspended due to relocation. Failure to obtain these approvals in a timely manner could result in production disruptions, cost overruns, loss of customers, and adverse regulatory actions.