Fusion Klassroom Edutech
A distinct read of SME-specific danger (liquidity, concentration, forensic flags) — separate from the FinMinutes Score. Higher band = more caution warranted.
- EBITDA margin jump to 56.38% driven by capitalizing Rs 15.37 Cr of study content & customer data into intangible assets
- Severe ROC filing delays (up to 2,958 days) and chronic GST remittance delays (up to 55 days)
- Rising customer concentration (Top 10 clients = 78.72%) and geographic concentration (93.36% in 3 states)
- Core trademark IP registered in promoter's personal name until December 2025
Educational risk signal grounded in the filing — not a buy/sell call.
First time with SME IPOs? Read the SME IPO guide and the risks before applying.
FinMinutes Deep Business Model & Edge
Fusion Klassroom Edutech Limited is an education technology company operating a scalable, AI-enabled hybrid learning ecosystem in India, delivering academic education, competitive examination preparation, skill development, and employability-oriented training.
What this company actually does — full breakdown ▾
Fusion Klassroom Edutech Limited operates an edtech business delivering education through a hybrid model combining online OTT platform delivery, offline partner centres, and institutional and government projects. Its course offerings span school education, test preparation, professional and vocational courses, and emerging technology skills such as AI and ML. The company operates a network of 30 offline partner centres across India as of March 31, 2026. Operations are supported by 22 permanent employees, 4 contractual personnel, and 63 faculty members engaged as consultants. Digital learning content is distributed directly to learners via app and web subscriptions, as well as B2B client licensing, channel partners, distributors, and government/NGO projects. Key revenue-contributing states include Uttar Pradesh, Maharashtra, and Rajasthan, with institutional partners and top customers accounting for significant revenue contribution.
Proprietary AI-powered Education OTT platform, asset-light digital core, multi-layered distribution network comprising channel partners, distributors, NGOs, and government implementation partners, and proprietary content library.
The Offer
Follow the Money — Use of Proceeds
- Prepayment or repayment of all or a portion of certain outstanding borrowings availed by our Company — ₹2.36 cr
- Expenditure towards Technology & AI\ML Model Development, Servers and Cloud Infrastructure — ₹6.71 cr
- Funding the capital expenditure towards Content Development — ₹5.35 cr
- Funding the capital expenditure towards procurement of Desktop and Laptops for the new Offline Centers’ AI/ML labs — ₹1.95 cr
- Expenditure towards Marketing initiatives — ₹5.22 cr
- Funding inorganic growth through unidentified acquisitions and general corporate purposes
Valuation at the Offer Price
The filing does not print a single headline multiple, so this one is ours: the upper band divided by the latest restated earnings per share — the same arithmetic the “Basis for the Offer Price” section performs. It is struck on pre-issue earnings; where the issue creates new shares, the post-issue multiple is computed in the workings below. The peer group is the one the filing itself names. A premium is not the same thing as expensive and a discount is not the same thing as cheap — the peer table and the reasons sit further down this page.
FinMinutes IPO Score — How It's Built
Transparent, deterministic, computed from the filing — not an opinion. Open any component below to see exactly what it measures and what it is worth. Components with no disclosed input are dropped from the weighting entirely rather than held at an invented neutral, because a constant inside a weighted average is not neutral — it quietly drags every score toward the middle. Weighted across 5 live components.
88% of the designed weighting had real data behind it on this issue. Not yet scored here: Anchor Quality. A lower coverage figure does not mean a worse company — it means we are standing behind less of the picture, and you should read the findings below rather than the headline number.
How this is measured12%
Whether fresh capital actually enters the business. A predominantly offer-for-sale issue is marked down ONLY when the financials are weak. A profitable, cash-rich company selling down is treated as neutral, not penalised, because it does not need the money.
How this is measured32%
Driven by the models battery run on the filing's own restated numbers: the Piotroski fundamental tests (scored out of those we could actually run), the Altman Z-double-prime solvency zone, and the direction of profit across the disclosed period. It is not a single yes/no on last year's profit.
How this is measured10%
The post-issue earnings multiple against the peer median disclosed in the filing. A discount to the median scores well and a premium scores badly. When the filing does not disclose comparable peer multiples, this component is dropped from the weighting rather than held at a made-up neutral.
How this is measured6%
A proxy for syndicate strength, based today only on how many lead managers are on the issue: 75 where three or more banks are involved, 60 otherwise. We have not built a bank-by-bank track record, so treat this as a rough signal. When the filing does not disclose the syndicate, this component is dropped from the weighting rather than guessed.
How this is measured28%
Starts at 100 and loses points for every material finding: 12 for a flagged finding, 4 for a noted one. Two kinds feed it. DERIVED findings are computed from the filed numbers against stated thresholds — operating cash negative while profit is positive, related-party revenue above 15% of total, revenue rising while profit falls, goodwill above 30% of net worth, receivables growing more than 1.3x faster than sales, cash below half of short-term debt. Those are reproducible: the same filing gives the same answer every time, and the rule is printed beside the finding. READ findings come from the forensic sweep of the notes. Contingent liabilities, related-party intensity, customer concentration, litigation, auditor qualifications, statutory dues, promoter funding. Findings that record the ABSENCE of a problem — no litigation pending, an unmodified audit opinion — deduct nothing. This is the component our forensic read drives directly, and it moves most between companies.
3-Year Financial & Growth Trend
| Metric | FY26 | FY25 | FY24 |
|---|---|---|---|
| Revenue (₹ Cr) | 23.0395 | 10.0865 | 4.583 |
| Net Profit (₹ Cr) | 7.6012 | 2.9042 | 0.3438 |
| PAT Margin | 32.99% | 28.79% | 7.5% |
Market Context
NOT part of the FinMinutes ScoreThe Score above is what the filing says. Everything in this box is what the crowd says. We keep them apart on purpose — every other site blends the two and calls the result a rating. Demand is real information, but it is information about the market, not about the company, and it changes by the hour while the company does not.
Demand and our read of the filing are broadly in the same territory.
Subscription is low early in a book and high at the end, because most bids arrive in the final hours. A number read on day one says more about the clock than the company — which is precisely why it is not in the Score. GMP is unofficial, unregulated, and easily moved. Neither is a recommendation.
Applying, and Who Handles the Allotment
Check allotment status on the registrar’s own portal → We link the registrar directly rather than mirroring the form.
Deep Financials
Revenue, EBITDA and profit are what every listing site prints. Below are the full restated statements as disclosed, the ratios we compute from them, and a DuPont decomposition of the return on equity. A prospectus carries three years, not ten — that is the document’s ceiling, and within it we go as deep as it allows.
Income StatementThe profit and loss as filed, then what we derive from it — kept apart.
Statutory order, exactly as restated in the filing. Finance cost and depreciation sit inside Total Expenses under Ind AS, which is why they are listed among the expense lines here rather than below the total. The expense rows sum to the total. Rows the filing does not disclose separately are omitted rather than left blank.
| Income Statement — as filed (₹ Cr) | FY26 | FY25 | FY24 |
|---|---|---|---|
| Revenue from Operations | 23.04 | 10.09 | 4.58 |
| Other Income | 0.06 | 0.02 | 0.04 |
| Total Income | 23.10 | 10.11 | 4.62 |
| Employee Benefit Expense | 1.12 | 0.60 | 0.45 |
| Finance Cost | 0.45 | 0.21 | 0.09 |
| Depreciation & Amortisation | 3.09 | 0.78 | 0.53 |
| Other Expenses | 4.94 | 3.08 | 1.90 |
| Total Expenses | 13.59 | 7.01 | 4.19 |
| Profit Before Tax | 9.51 | 3.10 | 0.43 |
| Tax Expense | 1.91 | 0.19 | 0.09 |
| Profit After Tax | 7.60 | 2.90 | 0.34 |
| EPS - Basic | 13.96 | 5.36 | 0.63 |
| EPS - Diluted | 10.41 | 4.14 | 0.50 |
Below this line the figures are ours, not the filing's. Ind AS has no EBITDA or EBIT line. We reconstruct them from disclosed items — EBIT as profit before tax plus finance cost, less any exceptional item and share of associate profit sitting below the operating line; EBITDA as EBIT plus depreciation. The working is in the Formula Notebook.
| Derived by us (₹ Cr) | FY26 | FY25 | FY24 |
|---|---|---|---|
| EBITDA | 12.99 | 4.06 | 1.02 |
Balance SheetWhat the company owns, owes, and is worth on paper.
| Balance Sheet (₹ Cr) | FY26 | FY25 | FY24 |
|---|---|---|---|
| Share Capital | 7.33 | 0.02 | 0.02 |
| Reserves & Surplus | 11.09 | 10.01 | 3.90 |
| Net Worth | 18.41 | 10.03 | 3.92 |
| Long-term Borrowings | 0.96 | 0.14 | 0.00 |
| Short-term Borrowings | 2.47 | 0.87 | 0.32 |
| Total Borrowings | 3.43 | 1.01 | 0.32 |
| Trade Payables | 0.89 | 0.51 | 0.00 |
| Current Liabilities | 5.31 | 1.50 | 0.39 |
| Total Liabilities | 25.46 | 12.06 | 4.48 |
| Property, Plant & Equipment | 3.02 | 0.56 | 0.13 |
| Intangible Assets | 15.37 | 6.55 | 3.68 |
| Inventories | 3.48 | 0.71 | 0.00 |
| Trade Receivables | 0.60 | 0.66 | 0.00 |
| Cash & Equivalents | 2.25 | 1.49 | 0.57 |
| Current Assets | 7.07 | 4.95 | 0.67 |
| Total Assets | 25.46 | 12.06 | 4.48 |
Cash FlowWhere the cash actually went. Often the most honest statement of the three.
| Cash Flow (₹ Cr) | FY26 | FY25 | FY24 |
|---|---|---|---|
| Net Cash from Operating Activities | 10.71 | 3.55 | 0.94 |
| Capital Expenditure | 14.37 | 4.07 | 2.50 |
| Net Cash from Investing Activities | -12.44 | -5.95 | -1.76 |
| Net Cash from Financing Activities | 2.48 | 3.33 | 0.96 |
| Net Change in Cash | 0.76 | 0.92 | 0.14 |
Ratio AnalysisProfitability, leverage, liquidity, efficiency and earnings quality — computed by us.
Every ratio below is computed by us from the line items the company disclosed — not copied from anywhere. The arithmetic is standard; the point is that somebody actually did it. Blank cells mean the filing did not disclose the inputs, and we would rather show a gap than invent a number.
| Ratio | FY26 | FY25 | FY24 |
|---|---|---|---|
| Profitability | |||
| EBITDA Margin (%) | 56.2 | 40.2 | 22 |
| EBIT Margin (%) | 43.1 | 32.7 | 11.4 |
| PAT Margin (%) | 33 | 28.8 | 7.5 |
| Return on Equity (%) | 41.3 | 29 | 8.8 |
| Return on Capital Employed (%) | 45.6 | 29.9 | 12.4 |
| Return on Assets (%) | 29.9 | 24.1 | 7.7 |
| Leverage | |||
| Debt / Equity (x) | 0.19 | 0.1 | 0.08 |
| Net Debt / EBITDA (x) | 0.09 | -0.12 | -0.24 |
| Interest Coverage (x) | 22.22 | 15.93 | 5.69 |
| Liquidity | |||
| Current Ratio (x) | 1.33 | 3.3 | 1.71 |
| Quick Ratio (x) | 0.68 | 2.83 | 1.71 |
| Efficiency | |||
| Asset Turnover (x) | 0.9 | 0.84 | 1.02 |
| Receivable Days | 9 | 24 | 0 |
| Inventory Days | 55 | 26 | 0 |
| Payable Days | 14 | 18 | 0 |
| Cash Conversion Cycle (days) | 50 | 32 | 0 |
| Quality of Earnings | |||
| Operating Cash Flow / PAT (x) | 1.41 | 1.22 | 2.73 |
| Accruals Ratio (%) | -12.2 | -5.3 | -13.3 |
| Capex / Depreciation (x) | 4.65 | 5.23 | 4.72 |
| Inventory and payable days are measured against revenue. Receivable days against revenue. | |||
DuPont DecompositionWhy the return on equity is what it is: margin, efficiency, or leverage.
A headline return on equity tells you what. The DuPont decomposition tells you why — whether the return is earned through margin, through asset efficiency, or simply through leverage. Two companies can post an identical ROE for opposite reasons, and only one of them is safe.
| Component | FY26 | FY25 | FY24 |
|---|---|---|---|
| Net Margin (PAT / Revenue) | 33% | 28.8% | 7.5% |
| Asset Turnover (Revenue / Assets) | 0.9x | 0.84x | 1.02x |
| Equity Multiplier (Assets / Net Worth) | 1.38x | 1.2x | 1.14x |
| = Return on Equity | 41.3% | 29% | 8.8% |
| Tax Burden (PAT / PBT) | 0.8x | 0.94x | 0.79x |
| Interest Burden (PBT / EBIT) | 0.96x | 0.94x | 0.82x |
| Operating Margin (EBIT / Revenue) | 43.2% | 32.8% | 11.5% |
Computed from the disclosed statements. Where the filing omits an input, the row is left blank rather than estimated.
Quality of EarningsWhat the statements say when you read them against each other.
What the statements say once you read them against each other. These are observations, not verdicts — every one is arithmetic on the numbers the company itself disclosed, and each is stated so you can go and check it in the filing.
- Operating cash flow was 1.41x reported profit in FY26. Earnings are converting into cash, which is what you want to see and frequently is not the case.
- Between FY24 and FY26 revenue grew 403% while profit grew 2111%. Profit expanding at several times the rate of revenue is not automatically a concern — operating leverage does exactly this — but it is worth confirming from the filing whether the gap comes from genuine margin expansion or from one-off items.
- Interest coverage was 22.22x in FY26. Debt servicing is comfortably covered by operating profit.
Forensic ModelsBeneish, Altman, Piotroski and the Montier C-score — plus our own final-year check.
Beneish M-Score
7 of 8 inputsAn eight-variable model built to detect earnings manipulation, and built to run on exactly two consecutive years — which is what a prospectus gives us. It belongs here more than anywhere: a company about to list has the maximum possible incentive to have dressed up the very years it is about to show you. A score above −1.78 is the threshold at which the model says the accounts merit a closer look. It is a screening signal, not an accusation, and it was calibrated on listed companies elsewhere. Read the eight components, not just the total.
| Component | Value | What it captures |
|---|---|---|
| DSRI Days Sales in Receivables Index (Receivables_t / Sales_t) / (Receivables_t-1 / Sales_t-1) | 0.395 | Above 1 means receivables grew faster than sales. Revenue may be being recognised ahead of collection. |
| GMI Gross Margin Index GrossMargin_t-1 / GrossMargin_t | — | Above 1 means margins deteriorated. A firm with worsening prospects has more incentive to manipulate. |
| AQI Asset Quality Index AQ_t / AQ_t-1, where AQ = 1 - (CurrentAssets + PPE) / TotalAssets | 1.112 | Above 1 means a rising share of assets is soft (neither current nor fixed) — capitalised costs can hide here. |
| SGI Sales Growth Index Sales_t / Sales_t-1 | 2.284 | Growth is not manipulation. But high-growth firms face more pressure to keep the streak going. |
| DEPI Depreciation Index DepRate_t-1 / DepRate_t, where DepRate = Dep / (Dep + PPE) | 1.147 | Above 1 means assets are being depreciated more slowly — a quiet way to lift reported profit. |
| SGAI SG&A Index (SGA_t / Sales_t) / (SGA_t-1 / Sales_t-1), SGA proxied as employee cost + other expenses | 0.722 | A proxy, because filings rarely break out SG&A cleanly. Read it as a direction, not a precise figure. |
| LVGI Leverage Index Leverage_t / Leverage_t-1, where Leverage = (CurrentLiab + LongTermDebt) / TotalAssets | 1.811 | Above 1 means leverage rose. Debt covenants create pressure to hit numbers. |
| TATA Total Accruals to Total Assets (PAT - CashFromOperations) / TotalAssets | -0.1223 | The gap between reported profit and cash generated. The single heaviest term in the model — and the one that catches profit that never became cash. |
The filing does not disclose every input the model needs, so we withhold the composite score rather than substitute a guess. The components we could compute are above.
Altman Z″-Score (emerging markets)
Z″ = 8.51 · SafeA distress-prediction model. We use the Z″ variant deliberately: the original Z was calibrated on American manufacturers and misleads badly on Indian services companies. Above 2.6 is the safe zone, 1.1 to 2.6 is grey, below 1.1 is the distress zone. Like every model of its kind it is a screen, not a prophecy.
| X1 — Working Capital / Total Assets | 0.069 |
| X2 — Reserves / Total Assets | 0.435 |
| X3 — EBIT / Total Assets | 0.391 |
| X4 — Net Worth / Total Liabilities | 0.723 |
| Z″ = 3.25 + 6.56·X1 + 3.26·X2 + 6.72·X3 + 1.05·X4 | 8.51 |
X2 is meant to read retained earnings. The filing reports Other Equity, which also holds securities premium paid in by investors, so X2 here runs on reserves and reads higher than true retained earnings would. The more premium the company has raised before listing, the more Z″ is flattered.
Piotroski F-Score (adapted)
5 / 7Nine yes-or-no tests of fundamental strength — except we run eight. One of the original nine asks whether the company issued new shares, which is plainly absurd to ask of a company whose entire purpose at this moment is to issue shares. We drop that test, and we would rather tell you that than quietly fudge it. A further 1 test is shown as — below: the filing does not disclose what it needs, so it is dropped from the denominator rather than counted as a failure.
- ✓Positive return on assets
- ✓Positive operating cash flow
- ✓Return on assets improving
- ✓Cash flow exceeds profit (quality of earnings)
- ✗Long-term leverage decreasing
- ✗Current ratio improving
- —Gross margin improving
- ✓Asset turnover improving
Montier C-Score
3 of 6 signsSix yes-or-no signs that reported profit may be running ahead of the business, from James Montier’s 2008 screen, read here for FY26 against FY25. Each is a direction in the statements, not a judgement. Several together are a reason to read the accounting policies and notes closely; none on its own means anything is wrong, and growing companies trip some of them honestly.
- ○Gap between profit and operating cash flow widening · PAT − CFO: ₹-0.6 cr in FY25, ₹-3.1 cr in FY26
- ○Receivable days rising · 24 days in FY25, 9 days in FY26
- ●Inventory days rising · 26 days in FY25, 55 days in FY26 (on revenue)
- ○Other current assets rising against revenue · 20.6% of revenue in FY25, 3.2% in FY26 (current assets less cash, receivables and inventory)
- ●Depreciation falling against fixed assets · 138.4% of net block in FY25, 102.4% in FY26
- ●Total assets growing more than 10% a year · 111.1% in FY26
Ratios Nobody Prints
- Contingent liabilities / Net worth: 0%
Contingent liabilities of 0.01 cr against a net worth of 18.41 cr — 0% of what the company is worth on paper. These are obligations that sit off the balance sheet but could land on it. What they consist of matters as much as the size: a corporate guarantee to a subsidiary is a different animal from a disputed tax demand, and the filing says which. - Cash / Short-term borrowings: 0.91x
Short-term borrowings of 2.47 cr against cash of 2.25 cr. Debt that must be refinanced within a year is only comfortable while lenders stay comfortable. - Promoter remuneration / PAT: 6.5%
Managerial remuneration to the promoter group was 0.50 cr against a profit of 7.60 cr. This is a legitimate cost — but it is also a route by which value leaves a company before it ever reaches a minority shareholder.
The Formula NotebookEvery number above, with the working shown. Check us.
Every number we publish, with the working shown. The formula, the same formula with this company’s actual figures put into it, the answer, and what it is for. Check us. That is the point.
PAT ÷ Net Worth7.60 ÷ 18.41What the company earned on the money shareholders have in it. The headline measure of return — and the one the DuPont section takes apart.
EBIT ÷ (Net Worth + Total Borrowings)9.96 ÷ (18.41 + 3.43) = 9.96 ÷ 21.84Return on ALL the capital in the business, borrowed as well as owned. Unlike ROE, it cannot be flattered by taking on debt.
EBITDA ÷ Revenue12.99 ÷ 23.04Operating profitability before the effects of debt, tax and depreciation. What the business earns from the act of trading.
Total Borrowings ÷ Net Worth3.43 ÷ 18.41How much the company has borrowed against what it owns. High is not automatically bad — ask whether the borrowing is being serviced comfortably.
EBIT ÷ Finance Cost9.96 ÷ 0.45How many times over operating profit covers the interest bill. Below about 2x, a meaningful share of what the business earns is going to lenders rather than owners.
(Trade Receivables ÷ Revenue) × 365(0.60 ÷ 23.04) × 365How long the company waits to be paid. Rising receivable days mean revenue is being booked faster than it is collected — which is where a great many accounting problems begin.
Inventory Days + Receivable Days − Payable Days55 + 9 − 14How long cash is tied up in the operating cycle before it comes back. The longer it is, the more working capital the business must fund.
Cash from Operations ÷ PAT10.71 ÷ 7.60Did the profit turn into cash? Profit is an opinion; cash is a fact. When this sits well below 1x for long, the two are drifting apart, and the filing is where you find out why.
(PAT − Cash from Operations) ÷ Total Assets(7.60 − 10.71) ÷ 25.46 = -3.11 ÷ 25.46The share of reported profit that exists on paper rather than in the bank. It is also the heaviest single term in the Beneish model, for good reason.
Workspace
The interactive workspace is withheld on this issue. Every output in it — market capitalisation, enterprise value, every multiple, the reverse discounted cash flow — rests on the share count, and on this filing that count does not agree with itself. Below is each route we compute it by and what each one produces. A workspace built on the wrong one would be wrong in a way that looks entirely plausible, so we publish the disagreement instead.
| How the count is reached | Shares | Against the others |
|---|---|---|
| share capital on the latest balance sheet divided by face value | 0.73 cr | agrees |
| profit after tax divided by basic EPS | 0.54 cr | does not agree |
| post-issue count as stated | 0.93 cr | agrees |
Profit after tax divided by basic EPS shows 1.35 times fewer shares than the other routes (a 1:3 bonus issue). Earnings per share was read before it was restated for the event. Take the restated basic EPS.
The share count does not reconcile across independent routes. Every figure derived from it is withheld until the filing is re-read.
Institutional Alpha: DRHP Deep Dive
Profitability Surge Masked by Aggressive Intangibles Capitalization
Fusion Klassroom reported a massive surge in EBITDA margin to 56.38% and PAT to Rs 7.60 Cr in FY26. A deeper look reveals that this profitability is significantly supported by capitalizing study content development and customer data purchases into Intangible Assets (Rs 15.37 Cr net block, amortized over up to 10 years). This accounting treatment reduces immediate P&L operating expenses while routing cash outflows into investing activities (-Rs 12.44 Cr CFI).
Source: p. 56, 57, 58, 123, 211, 212, 213, 218, 219Chronic Administrative Delays and Delayed Corporate IP Transfers
The filing highlights operational internal control gaps: ROC form filings faced extreme delays of up to 2,958 days due to the historical absence of a full-time Company Secretary, alongside multi-month GST filing delays. Furthermore, the company's core trademark and brand logos were registered in the individual name of promoter Mrs. Alka Javeri until December 2025, necessitating a pre-IPO assignment agreement.
Source: p. 31, 32, 61, 201, 205, 222, 987Shareholding, Syndicate & Leadership
Leadership & Skin in the Game
Leadership: Dhumil Nikhil Javeri
Litigation: None disclosed
Auditor / RPT Flags: None disclosed
Peers & Valuation
| Company | P/E | P/B | RoE | Margin |
|---|---|---|---|---|
| Physicswallah Limited | — | — | -15.96 | 8.15 |
| MPS Limited | 18.42 | — | 29.05 | 30.73 |
| Veranda Learning Solutions Limited | — | — | 13.54 | 42.36 |
| Arihant Academy Limited | 31.18 | — | 27.15 | 22.21 |
| Fusion Klassroom Edutech Limited | — | — | 53.45 | 56.38 |
At the ₹159 upper band, the issue is priced at 15.3x earnings — a 38% discount to the peer median of 24.8x. This is the arithmetic of the price band against the peers the filing itself lists; it is not a view on whether the offer is worth taking.
🔍 Forensic Findings — What the Footnotes Say
Findings from across the filing — the notes, MD&A, related-party disclosures, contingent liabilities, CARO and litigation, alongside the risk section itself. Each carries where it was found, so you can see which were buried and which were disclosed. Findings marked derived are computed from the filed numbers against a stated rule, shown beside them.
In FY26, EBITDA margin jumped to 56.38% and PAT reached Rs 7.60 Cr (up from 22.16% and Rs 0.34 Cr in FY24). This steep profit surge is accompanied by massive capitalization of recorded study content and customer data acquisition as intangible assets (Rs 15.37 Cr net block in FY26 vs Rs 3.68 Cr in FY24), shifting operational content creation expenditures to capital expenditure and amortizing recorded content over 10 years.
p. 56, 57, 58, 60 and 12 moreThe company disclosed persistent historical defaults in ROC form filings, including form ADT-1 delayed by up to 2,958 days and form PAS-3 delayed by up to 103 days, primarily attributed to the lack of a full-time Company Secretary. Additionally, persistent delays were disclosed in filing monthly GSTR-1 and GSTR-3B returns across FY23, FY24, and FY25 (delays ranging up to 55 days).
p. 31, 32, 201, 205 and 2 moreRevenue is heavily concentrated, with the Top 10 customers accounting for 78.72% of total revenue in FY26 (up from 60.29% in FY24) and the Top 1 customer contributing 40.11%. Geographically, 93.36% of FY26 revenue originates from just three states: Uttar Pradesh (42.60%), Maharashtra (26.76%), and Rajasthan (24.00%).
p. 30, 194, 230, 744 and 1 moreOn December 24, 2025, shortly before filing the offer document, the company executed a 400:1 bonus issue allotting 73,09,200 equity shares by capitalising reserves. Consequently, the promoters' average cost of acquisition stands at Rs 0.02 per equity share.
p. 3, 4, 80, 81On December 17, 2025, the company acquired all rights, title, and interest in its brand logo and word mark from promoter Mrs. Alka Javeri for a consideration of Rs 5.00 Lakhs, which remained payable as of March 31, 2026.
p. 61, 222, 987With FY26 revenue of Rs 23.04 Cr, PAT of Rs 7.60 Cr, and Net Worth of Rs 18.41 Cr, the company's post-issue paid-up equity share capital is Rs 9.32 Cr (93,16,873 equity shares of face value Rs 10 each), keeping it under the Rs 10.00 Cr threshold for the SME platform.
p. 2, 6, 53, 75 and 1 moreGoodwill and intangibles of ₹15.37 cr are 83.5% of net worth. An impairment would fall straight through to reported profit.
rule: intangibles > 30% of net worthCompany's Claims vs Reality
We stress-test each claim against the filing's own data.
While reported EBITDA margin reached 56.38% in FY26, the high margin is supported by capitalizing substantial content creation costs (amortized over 10 years) and customer data acquisition costs (amortized over 5 years) as Intangible Assets rather than expensing them, while physical offline partner centers and hardware procurement require ongoing capital expenditure.
p. 120, 123, 161, 211, 218, 219, 653Live Subscription Status
Total subscription is fed live from the exchange data feed. The category split (QIB, NII, retail) is not carried by that feed and is added by hand where it is material — so it is shown only when we have actually verified it, rather than left as blanks.
Allotment Status
Check your allotment on the registrar's portal → Registrar: Maashitla Securities
Allotment is decided by the registrar, not by us and not by the exchange. In an oversubscribed retail book, allotment is by lottery, so a large application does not improve your odds beyond one lot. If money stays blocked after the refund date, the mandate expiry (15 Sep 2026) is the date to raise with your bank.
Analyst Q&A: Burning Questions
Facts from the filing. No recommendation — that layer arrives once our Research Analyst registration is live.
How are the net proceeds of the fresh issue being deployed?
The net proceeds from the fresh issue are allocated towards Tech & AI/ML model development, servers, and cloud infra (Rs 6.71 Cr), content development capex (Rs 5.35 Cr), marketing initiatives (Rs 5.22 Cr), loan repayments (Rs 2.36 Cr), desktop/laptop capex for offline AI/ML labs (Rs 1.95 Cr), and general corporate purposes / inorganic growth.
p. 100, 552Who are the promoters and what is their acquisition cost?
The promoters are Mrs. Alka Nikhil Javeri, Mr. Dhruv Nikhil Javeri, and Mr. Dhumil Nikhil Javeri, who collectively hold 54.73% pre-issue. Due to a 400:1 bonus issue in December 2025, their weighted average cost of acquisition is Rs 0.02 per equity share.
p. 3, 4, 48, 75, 92, 95, 201Are there material related party transactions or IP transfers with promoters?
Yes. The company acquired its trademark and logo rights from promoter Mrs. Alka Javeri for Rs 5.00 Lakhs in December 2025. The company also pays annual office lease rent of Rs 10.69 Lakhs to Mrs. Alka Javeri and pays director remuneration totaling Rs 49.50 Lakhs to the executive promoters.
p. 61, 222, 987Does operating cash flow align with reported profitability?
Yes. The company reported positive Operating Cash Flow of Rs 10.71 Cr in FY26 (against PAT of Rs 7.60 Cr). However, Cash Flow from Investing Activities was strongly negative at -Rs 12.44 Cr due to Rs 10.67 Cr spent on intangible asset additions (study content and customer data acquisition).
p. 58, 213, 218, 219What structural market parameters apply to this SME offer?
The offer comprises up to 19,89,400 fresh equity shares and 4,65,800 offer for sale shares. Pune E-Stock Broking Limited acts as the designated market maker with 1,23,200 shares reserved. Minimum application size is 2 lots (above Rs 2 Lakhs), with 5% circuit filters applying post-listing.
p. 2, 6, 7, 12, 53, 75What Earlier Investors Paid
Early capital takes real risk and is fairly rewarded for it — a large multiple built over many years is normal. What deserves a closer look is a steep step-up in a short window: a round priced cheaply only months before the offer.
| Shareholder | Priced at | When | vs IPO price |
|---|---|---|---|
| Alka Nikhil Javeri | ₹10.00 | 2016-11-03 | 15.9x |
| An early round from roughly 10 years ago, at roughly 15.9x the offer price. A multiple of that size built over that long reflects the risk taken and the time elapsed. That is the normal reward for early capital, not a red flag. | |||
| Dhruv Nikhil Javeri | ₹10.00 | 2016-11-03 | 15.9x |
| An early round from roughly 10 years ago, at roughly 15.9x the offer price. A multiple of that size built over that long reflects the risk taken and the time elapsed. That is the normal reward for early capital, not a red flag. | |||
| Dhumil Nikhil Javeri | ₹10.00 | 2016-11-03 | 15.9x |
| An early round from roughly 10 years ago, at roughly 15.9x the offer price. A multiple of that size built over that long reflects the risk taken and the time elapsed. That is the normal reward for early capital, not a red flag. | |||
| Series Seed CCPS Holders (36 Allottees) | — | 2025-09-29 | — |
| Series A1 CCPS Holders (38 Allottees) | — | 2025-09-29 | — |
| Series A2 CCPS Holders (31 Allottees) | — | 2025-09-29 | — |
| Series A3 CCPS Holders (17 Allottees) | — | 2025-09-29 | — |
| Series A4 CCPS Holders (28 Allottees) | — | 2025-09-29 | — |
| Series A5 CCPS Holders (56 Allottees) | — | 2025-09-29 | — |
| Existing Shareholders (Bonus 400:1) | — | 2025-12-24 | — |
| Allotted below the band — 12 entries | |||
| Deepti Choudhary | ₹377.52 | 2017-01-02 | as disclosed |
| Sunil Himmatlal Jain | ₹1,671.31 | 2017-02-13 | as disclosed |
| Ghanshyam Rameshbhai Parmar | ₹1,671.31 | 2017-02-13 | as disclosed |
| Dhaval Pradip Patel | ₹7,553.00 | 2017-07-15 | as disclosed |
| Dhaval Pradip Patel | ₹7,575.76 | 2017-07-26 | as disclosed |
| Nachiket Pramod Dighe | ₹9,375.00 | 2017-12-26 | as disclosed |
| Pramod Dattatraya Dighe | ₹9,375.00 | 2017-12-26 | as disclosed |
| Mohan Mechem Projects Private Limited | ₹9,375.00 | 2017-12-26 | as disclosed |
| Mohan Mechem Projects Private Limited | ₹9,375.00 | 2018-04-12 | as disclosed |
| Mohit Agrawal | ₹52,725.00 | 2025-09-29 | as disclosed |
| Abhijit Saxena | ₹52,725.00 | 2025-09-29 | as disclosed |
| Dhaval Pradip Patel | ₹52,725.00 | 2025-09-29 | as disclosed |
The 12 allotments listed under “allotted below the band” are shown at their as-disclosed per-share price. They are not adjusted for any later bonus issue or share split, so where a company has issued bonus shares the raw multiple understates the true return and can even read as a loss when none was made. We show them as filed and decline to compute a misleading multiple.
Prices are as stated in the filing’s allotment history and are not adjusted for later bonus issues or share splits. Where a company has issued bonus shares, the multiples above understate the true return and can even read as losses. Adjusting for that is on our list; until it is done we would rather show the raw disclosure and tell you its limits than publish a confident number that is wrong.
Lock-in Expiry Calendar
Shares held before the IPO cannot be sold immediately; they unlock in tranches. When a tranche unlocks, more shares become eligible to trade. Retail investors are frequently caught unaware by these dates. The schedule below follows from the listing date; quantities are shown only where the filing discloses them.
- 10 Aug 2029promoter3 years from the date of allotment1,864,000 shares (20.01% of total)
- 07 Aug 2076promoter50% locked in for two years and remaining 50% locked in for one year from the date of allotment in the initial public offer2,146,000 shares
- 07 Aug 2027otherone year from the date of Allotment of Equity Shares in the Issue3,317,473 shares
An unlock means more shares may be sold — not that they will be, and not that the price will move. We state the dates; what you do with them is your call.
Educational, grounded entirely in the company's filings (DRHP/RHP). Not investment advice. FinMinutes does not provide buy/sell recommendations.
