Razorpay Confidentially Files for $600 Million India IPO Following 'Reverse Flip'

Bengaluru-based fintech giant Razorpay has confidentially filed draft papers with the Securities and Exchange Board of India (SEBI) for an initial public offering, setting the stage for one of the most anticipated domestic market debuts of 2026.[1][2]

The digital payments processor submitted its "pre-filed draft red herring prospectus" to the market regulator on June 12. By utilizing the confidential filing route, the company can undergo rigorous regulatory review without immediately disclosing sensitive operational and financial metrics to the public or its competitors.[3][4][5]

Razorpay is reportedly looking to raise between $500 million and $600 million (roughly ₹4,700 crore to ₹5,700 crore) through the public issue. The offering is expected to be structured as a relatively equal mix of a fresh issuance of shares and an offer-for-sale (OFS) component, allowing early backers to partially exit their positions.[1][2][4]

The targeted valuation for the IPO sits between $5 billion and $6 billion. While this represents a markdown from the $7.5 billion valuation the company commanded during its peak private funding round in 2021, it reflects a broader recalibration of tech valuations in public markets and still positions Razorpay as a heavyweight in the Indian financial sector.[2][4][5]

The filing is the culmination of a multi-year structural overhaul designed specifically for a domestic listing. In 2025, Razorpay completed a "reverse flip," redomiciling its parent company from the United States back to India.[3][4]

That geographic shift came at a steep price, with the company incurring a tax outgo of approximately $150 million to execute the transition. However, the move aligns with the Indian government's push to keep domestic tech champions listed on local bourses, where retail and institutional appetite for new-age digital companies has surged in recent years.[3][4]

Financially, Razorpay enters the IPO pipeline with robust topline momentum. For the financial year 2024-2025, the company reported a 65% year-on-year increase in consolidated operating revenue, reaching ₹3,783 crore. Gross profit also saw a healthy 41% jump to ₹1,277 crore, driven by solid execution across its core payment gateway, point-of-sale solutions, and its RazorpayX business banking platform.[4]

Despite the revenue surge, the bottom line remains in the red. Razorpay posted a net loss of ₹1,209 crore for FY25. Company insiders attribute the deficit largely to one-time restructuring costs associated with the reverse flip and significant employee stock ownership plan (ESOP) expenses, rather than underlying operational inefficiencies.[4]

Founded in 2014 by Harshil Mathur and Shashank Kumar, Razorpay has grown in tandem with India's digital payment revolution. The platform now serves millions of businesses, providing the critical infrastructure needed to process transactions via cards, net banking, and the ubiquitous Unified Payments Interface (UPI).[5][6]

To bolster its ecosystem ahead of the IPO, Razorpay has been aggressively expanding its footprint. The company recently acquired a majority stake in POP UPI in a deal valued at around $30 million. Furthermore, it secured a highly coveted cross-border payment aggregator license from the Reserve Bank of India, opening new revenue streams in international trade.[4]

Razorpay's aggressive march toward the public markets stands in contrast to some of its peers. Rival digital payments giant PhonePe recently paused its own IPO plans, citing geopolitical tensions and volatility in global capital markets.[5][6]

Yet, India's domestic market remains remarkably resilient. In 2025, India retained its position as the world's second-largest IPO market, with 367 companies raising over $21.8 billion. Razorpay is betting that this liquidity will eagerly absorb a blue-chip fintech offering.[3][5]

A consortium of top-tier investment banks, including Axis Capital, Kotak Mahindra Capital, JP Morgan, and Citi, have been tapped as the book-running lead managers for the issue.[4][5]

The final timing of the market debut remains subject to SEBI's review process and prevailing macroeconomic conditions, but industry analysts expect the launch to occur toward the end of 2026. For Razorpay's marquee investors—which include Tiger Global, Peak XV Partners, Y Combinator, and Singapore's sovereign wealth fund GIC—the listing will serve as a critical test of the Indian market's ability to deliver massive liquidity events.[3][5][6]